Mitchell Hurst Jacobs & Dick, LLP, with over 30 years experience, has an established business law practice in the areas of construction law, business litigation, business organization— incorporation, limited liability companies (LLC), partnerships and limited liability partners(LLP) —and commercial real estate transactions. The firm’s business organization attorneys serve businesses of all types, particularly those in the real estate and construction industry, in Indianapolis and the surrounding communities of Carmel, Noblesville, Lebanon, Greenwood, Zionsville, Greenfield, Brownsburg, and Avon. The business organization attorneys at Mitchell Hurst Jacobs & Dick pride themselves on providing effective, efficient legal representation to every client. The firm is listed in the Civil Litigation Section of Martindale-Hubbell's Bar Register of Preeminent Lawyers. Business Organizations - An OverviewChoosing the proper business organization structure is one of the most important decisions that a business owner must make. The type of organization will determine how the business handles tax matters and whether there is protection against personal liability. A business owner should consider several factors in choosing a business structure, including the number of individuals in the business, type of business, profitability of the business and insurance. The following overview provides a brief description of some of the more common types of business structures. A corporate and business lawyer can provide you with more information and help you determine which business structure best fits your individual needs. Sole ProprietorshipsA sole proprietorship is an unincorporated business owned by one person. It is a popular business structure because it is simple, easy to form and operate and subject to few rules and regulations. Unlike limited liability companies (LLC) and corporations, no paperwork must be filed with the government in order to create a sole proprietorship. In a sole proprietorship, the owner has complete control over the management of the business and retains all profits of the business. If you are planning to open a business and are considering a sole proprietorship, talk to an attorney who can advise you of the advantages and disadvantages of this type of structure. PartnershipsA partnership is an agreement between two or more persons to do business, for profit, on negotiated and mutually agreed upon terms. There are two main types of partnerships: general and limited. General partnerships are generally governed by state laws based on the Uniform Partnership Act (UPA) or Revised Uniform Partnership Act (RUPA), while limited partnerships are governed by state laws based on the Uniform Limited Partnership Act (ULPA) or Revised Uniform Limited Partnership Act (RULPA). Partnerships have distinct advantages and disadvantages. To learn more about partnerships, contact a business attorney. CorporationsA corporation is a separate legal entity from the business owners, also known as the stockholders or shareholders, formed upon filing the appropriate papers with the Secretary of State. Although each state has its own laws regarding the formation of corporations, many follow the Model Business Corporation Act. A state may also have laws governing procedures for businesses incorporated in other states, referred to as foreign corporations, to follow if they wish to conduct business within the state's borders. While corporations are more complex than sole proprietorships and partnerships, they also offer several benefits. If you would like to learn more about forming a corporation, talk to an experienced attorney. Limited Liability Companies (LLC)A limited liability company (LLC) is a relatively new business entity. Wyoming was the first state to enact an LLC statute in 1977 and Florida followed in 1982. In 1988, the Internal Revenue Service (IRS) issued Revenue Ruling 88-76, which concluded that LLCs formed under Wyoming law would be taxed as partnerships. This decision caused numerous other states to enact LLC statutes. LLCs are non-corporate entities that provide members with limited liability protection and allow members to participate in the management and control of the business. A business attorney can provide you with more information about LLCs and help you determine whether it is an appropriate structure for your business. Choosing a Business StructureWhen forming a new business, selecting the business structure is one of the most important decisions you will have to make. Business structures, including the sole proprietorship, partnership (general or limited), corporation and limited liability company (LLC) each have distinct advantages and disadvantages. Determining which structure will best suit the needs of your business and the owner(s) can depend on several different factors. When deciding on which business organization to use, an attorney can provide you with information about the different structures and help evaluate your goals and objectives.
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