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I want to incorporate a start-up holding company as a s-corp? What type of lawyer can assist me with this?

Chicago, IL |

Interested in incorporating in one of the three majors: Wyoming, Nevada, or Delaware. Also considering using LegalZoom to cut costs; however, I want to be able to rest assured the filings will not be flawed.

Starting off subsidiaries will include: two nonprofits and a digital communications and marketing firm. Also willing to barter graphic design and web services for on-going legal assistance.

Attorney Answers 7


  1. You are making a wise decision. Contact a business or a corporate/incorporation attorney in the state that you choose. Also, many general practitioners have expertise in this field of law.


  2. You need a local business attorney. First off, your idea to form the corporation in any other state than were you are located is not smart. Other than for very limited circumstances, you are best forming the corporation in the state where you live. If you form the corporation in another state you will pay that states fees and registered agent and you will pay again to qualify that corporation in your state.

    Second, you really need an attorney if you want to barter as there are legal and tax issues that you need to consider. Good luck on your venture.

    This answer is for informational purposes only and is not legal advice regarding your question and does not establish an attorney-client relationship.


  3. Local Corporation attorney with experience of forming and properly registering such legal entities.

    DISCLAIMER The answer given above by the lawyer serves for educational purposes only and provides general information and a basic understanding of the applicable law. Take notice that the answer above does not create an attorney-client relationship as this website is not intended to provide anyone a specific legal advice. Anyone using the site expressly consents that there is no attorney client privilege between any person and any attorney responding. Further take notice that the site should not be used as a crude substitute for any professional and competent legal advice by a licensed professional attorney in the applicable jurisdiction. The attorney above attempted to provide competent professional opinion, however, the law and its applications may change frequently and vary greatly from other U.S. jurisdictions and locales. Therefore, any information and opinions stated above are general in nature, and may not apply to specific factual or legal circumstances related to one's current legal issues. Contact an experienced lawyer admitted to practice in your State under an attorney-client privilege to further receive a comprehensive legal before making an educated decision about your particular legal issue. If you have further inquiries you may contact: Attorney Alexander Ivakhnenko 1021 West Adams, 102, Chicago, Illinois 60607 773-562-8602 http://alexanderivakhnenko.com


  4. Hire a corporate or business attorney, preferably one with experience in your industry. There are many considerations when choosing how and where to form a business - LegalZoom will take your money and give you forms, but you will most likely end up paying a lot more later on when a lawyer has to fix mistakes.

    Though we strive to provide accurate legal information in our answers on AVVO, our answer should not be construed as legal advice and it does not create an attorney-client relationship. Our firm only forms attorney-client relationships by written agreement signed by both our firm and the client. Please seek an in-person consultation with an attorney immediately as almost all legal matters are time sensitive and failing to meet deadlines can result in adverse consequences.


  5. I agree with my colleagues who responded that you need a lawyer experienced in forming such legal entities.

    Allow me to point out that Wyoming, Nevada, and Delaware are different with respect to creditor protection and privacy issues for entities. Additionally, a 2012 study showed that while LegalZoom makes its millions primarily from corporate formations, 80% of the documents completed are erroneous. Finally given that the formation of a not-for-profit organization requires a very comprehensive filing to receive a favorable determination from the IRS, I would strongly recommend that you contact an attorney who is experienced in both for-profit and NFP 1023 filings to address the consistency issues that arise between a Articles of Incorporation, S-election, and not-for-profit corporation By-laws.

    A good attorney can provide these services for a reasonable fee and address issues that are likely to be missed by a do-it-yourself service.

    Good luck!

    The answers and information I provide here, via a link, or any other reference do not create an attorney-client relationship. Before acting on any information provided, you should contact an attorney who has experience with your issue Though I may answer questions posed by individuals in other jurisdictions, I am licensed to practice only in the State of Illinois. If you reside outside the State of Illinois and your matter does not relate to a person or property inside the State of Illinois, you should contact counsel in your particular state. IRS Circular 230 Notice: "To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code of 1986, as amended, or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein."


  6. First of all you cannot have a holding company structure with nonprofit subsidiaries and a for profit subsidiary. Second, a for profit corporation can elect s-corp status after being formed but that is accomplished through a filing with the IRS and not the state of formation. I suggest you sit down with a business/corporate lawyer who can advise you on your issues and to the extent you have a nonprofit goal here as well then a different type of lawyer (specializing in nonprofits) will be needed because the tax exemption requirement is not simple and requires an IRS filing on top.

    My answer is not intended to be giving legal advice and this topic can be a complex area where the advice of a licensed attorney in your State should be obtained. Please click "helpful" or "best answer" if my answer added any value or add a "comment" if you have more info for me to help you get a better answer.


  7. If you are considering Legal Zoom or you are seeking advice via Avvo, you obviously have concerns about resources for legal services. Legal Zoom is not bad, but it is not the best option. A better option but more costly (and likely worth the expense) is a qualified attorney who counsels businesses in the start up phase and has experience in formation filings as well as drafting the corollary documents that go with these filings (operating agreements, etc). The attorney you choose should also be comfortable collaborating with the other professionals you are working with--accountant, bank/lender, etc.

    Investing in getting your entities set up correctly at the start is an important and wise investment.

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