Business Entity Formation
L Villegas Law can help you structure your business in a manner that suits your business plan, and protects you from financial and legal liabilities. When embarking on a new enterprise, it is important to comply with State and Federal laws, Lynne possesses the knowledge and foresight to help you establish a stable foundation for your new business. We'll explain the rights and obligations that accompany business ownership. California law provides for many types of business organizations that have various benefits depending on the size, mission, and ultimate goals of the business,
for example:
  • Corporations
The most obvious benefit of forming a corporation is the owner or owners of the corporation have limited legal liability for the corporation's business activities and debts, but only if the formalities required by California law are performed. Therefore, before establishing a corporation, entrepreneurs need to consider the time and cost of incorporation, potential tax liabilities, and whether the formalities required by incorporation truly fit your business plan.
  • Limited Liability Companies ("LLCs")
LLCs offer protection from personal liability for business debts and a pass-through tax structure. An LLC is not considered separate from its owners for tax purposes. Small businesses often prefer the relative simplicity and flexibility of LLCs to corporations.
  • Partnerships: General, Limited Partnership, & Limited Liability Partnerships (?LLPs?)
A partnership is the simplest and least expensive co-owned business structure to create and maintain; however, with general partnerships, partners are personally liable for all business debts and obligations. Limited Partnerships have a general partner and a limited partner. The general partner provides day-to-day management of the business, and is personally liable for debts and liabilities of the business. The limited partner is only an investor in the business and shares in the profits. The liability of the limited partner is limited to their investment in the partnership. An LLP offers limited liability to all partners by shielding them from the wrongful acts of other partners, and may only be formed by those in certain professions.


Before you open your business, we?ll help make sure your business meets all of the legal requirements of the organization that you have chosen, including necessary disclosures to investors and confidentiality and noncompetition and employment agreements, and any other required documents.

Once your business is properly formed, it remains imperative to meticulously draft thorough transaction documents and contracts. L Villegas Law can help you prevent losses and minimize the likelihood of future disputes by preparing documentation and advising you on the merits and risks of your potential business deals.

When starting a business, choosing the right entity is essential.  The client must ask the question "what entity should I choose?". Should it be a Sub Chapter S or C? LLC or LLP? Does there need to be a shareholders agreement, operating agreement, or a buy-sell agreement with my partners? What about directors and officers? What happens when I want to sell the business or just my interests in the business? How do I pass on my rights to my family? Making the right choice between these entities has its own benefits and liabilities; each entity brings a varied mix of operational, tax, and estate issues with it. Therefore, consulting an attorney to help resolve these issues is imperative.