CHASE LAW NAVIGATOR

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BUSINESS ORGANIZATION/FORMATION

Starting a business requires a lot of thought and preparation. The formation of a business will dictate how it operates, how it will be taxed, and what processes are required.

ARTICLES OF INCORPORATION

What are Articles of Incorporation?


Also known as a Certificate of Incorporation, this document outlines the functions of a corporation's board, its stock sale and distribution process, and how it operates. You can view a sample document through the National Venture Capital Association (NVCA) below, but should consult with an attorney when developing your own. Download a sample




How do I file Articles of Incorporation?


You can register and start your business by registering with your Secretary of state. Ohio Kentucky





ENTITY TYPE SELECTION

What type of business should I start?


This will depend on the nature of your business and what your desired set up is. Consider the information in answers to the other questions in this section such as liability shield, tax type, and investors to help guide your decision. Learn more here.




I want a liability shield from my business, how do I do that?


This consideration will affect the type of business you choose to form. General partnerships and sole proprieterships generally do not provide any protection for the business owner, so losses or liabilities could affect your personal assets. To create a "liability shield," you may want to consider starting an LLC, LLP, or Corporation. Learn more here.




I have a business partner that is a friend, can we just agree to split everything?


Depending on where your business is operating, you may already be in a partnership agreement without even filing any paperwork. For the protection of both you, your assets, and your partner and their assets, you should formalize this agreement. Information in Kentucky. Information in Ohio.




I just run a small business, do I have to make a corporation?


No, there are a variety of business types available. If you want your company to be traded publicly or want to attract large investors, then you will likely end up incorporating. If you remain a small, privately owned business, you can form your business under a varieity of other organizational types. Learn more here.





OPERATING AGREEMENT

What is an Operating Agreement?


Operating agreements form and define how your LLC or other company type will function. Filing this agreement with the Secretary of State will start your company. You can view a sample LLC Operating Agreement by following the link below, but should consult with an attorney when developing an Operating Agreement to fit your needs. Learn more here.




How do I file an Operating Agreement?


You can register and start your business by registering with your Secretary of state. Filing in Ohio. Filing in Kentucky.





SHAREHOLDER AGREEMENTS (CORPORATE)

When will I use a shareholder agreement?


This document sets the terms for the purchase and sale of stock to investors. You can utilize this to gain investors in your corporation in return for shares, or partial ownership, in your company. Learn more here.




How do I start shareholder agreements?


The link below has a sample document from the NVCA. You should consult with an attorney when developing your own. View a sample document.





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