i have contacted one lawyer but charge is too much for my new business. i am wondering if i can buy some aggrement forms like partnership aggrement, non disclosure and anything that legally required to have for LP. i will have my s corp to be GENERAL partner and all contracts will be under s corp and LP will have all investors so i can control. please advise where can i get aggrement forms so i can meanwhile make LP. later on when i jave money i can seek lawyer's advise. please guide. thank you.
If you think a lawyer is expensive now, just wait until (a) no one invests, because they do not trust you because your documents are haphazard at best, or (b) someone sues you for fraud after investing.
The cheapest way is to do it right at the beginning. Don't wait -- get a good lawyer to do it right NOW.
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First, virtually no one uses Limited Partnerships anymore. They are using LLCs with one Manager and everyone else a Member.
Second, if securities (like limited partnership interests, membership interests, stock) are improperly issued the consequences (damages) are huge.
A non-disclosure agreement is not required and is probably useless. A buy-sell agreement is not required but is highly useful since there is no public market for the securities.
Before legal documents, you need a budget. If there is no budget for a CPA and a lawyer and insurance, then something is wrong with the budget or the business plan.
Finally, you could pick a more complex and regulated industry besides pharmaceuticals, but it wouldn't be easy.
That being said, good luck.
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I agree with my colleagues. The fact that you have to ask this question makes it clear that you cannot form an entity - let alone one that will have investors - properly on your own. If you are unwilling or unable to pay for the required legal services, then you need to develop a new business plan.
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9 lawyers agree
Real Estate Attorney
As pointed out by colleagues not best idea to attempt a root canal procedure on yourself.
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Just keep in mind LPs are considered securities so you will have to navigate Reg D and state registration of securities or find an exemption.
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Securities / Investment Fraud Attorney
Your proposed path appears to be one on the way to SEC Enforcement or to the California Attorney General. Don't let the "crowdfunding" hype lead you to believe that what you wish to do requires "forms" and boilerplate. You will be offering interests in a company in a very complex area. Are you insured? Did you plan on being insured? Not just liability for the products but also Directors/Officers? Have you ascertained who your investors are? Where are they? You have to file the appropriate registration paperwork. And no, a broad disclaimer will not help you with your investors - you need a PPM to protect you.
All of this can and should be done with the assistance of counsel. The money you spend now will save you money later down the road. Unless of course you plan on the arbitrage of profits to pay for your defense before the SEC and other authorities.
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