Corporations & Business Organizations

There are many factors to be considered when deciding the type of entity you want to establish—partnership, limited partnership, corporation, close corporation, limited liability company, etc.

Individuals are shielded from liability to some extent by engaging in business under the umbrella of a limited partnership, limited liability company or a corporate entity.   However, individuals nevertheless remain liable for the consequences of their own negligence or conduct; and, by statute the “persons in charge” can be personally liable to such things as withheld payroll taxes, etc.

If you are to be engaged in business with one or more other persons, you are entering into a “business marriage.”  Hopefully things will be harmonious; however, like domestic marriages, some do not work out and you will suffer a “business divorce.”  Therefore it is important to establish the procedure for termination and winding down of the business, its liquidation and distribution.  Alternatively, provision can be made for a “buy-sell agreement” which sets forth at the outset the procedures for business continuation.