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

Asked 11 months ago - 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.

Additional information

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. Alexander M. Ivakhnenko

    Contributor Level 20

    9

    Lawyers agree

    1

    Answered . 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... more
  2. J. Richard Kulerski

    Contributor Level 20

    7

    Lawyers agree

    Answered . 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.

  3. Robert John Murillo

    Contributor Level 20

    6

    Lawyers agree

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    Answered . 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... more
  4. Joseph Andrew Brabender IV

    Pro

    Contributor Level 18

    4

    Lawyers agree

    Answered . 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... more
  5. Maximillienne Elliott

    Contributor Level 11

    4

    Lawyers agree

    Answered . 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... more
  6. Betty Tsamis

    Contributor Level 9

    2

    Lawyers agree

    Answered . 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.

  7. John P Corrigan

    Contributor Level 19

    2

    Lawyers agree

    Answered . 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... more

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