Dallas Corporate Formation Attorneys
Forming a new business or making changes to an existing company can be a complex undertaking. Proper planning is critical to ensuring your business is set up to meet your goals and to minimize potential liabilities. Texas allows several different types of business entities, with different advantages for different types of company.
- Sole proprietorship: A sole proprietorship offers the greatest flexibility and fewest legal controls. It is run by a single individual. It does not need to be registered with Secretary of State and operations are conducted under an assumed name. However, it also offers the owner virtually no legal protection, and sole proprietors are personally liable for the debts of the business.
- General partnership: Two or more people or entities form a general partnership when they agree to come together to form a business. The partners share in the profits and losses and generally have equal right to make decisions regarding business operations. General partners are equally personally liable for business debts. General partnerships usually are formed by written partnership agreements. No formal filing with Secretary of State is required.
- Limited partnership: A limited partnership has at least one general partner and at least one limited partner. The general partners handle the daily operations of the business and management decisions, and they are personally liable for all business expenses. Limited partners typically only contribute capital to the business and do not make operational decisions. Limited partners are generally liable only to the extent that they invested in the partnership. These entities must register with the Secretary of State.
- Limited Liability Partnership: This partnership is similar to a general partnership, but each partner is shielded from liability for the other partner’s negligence. LLPs must register with the Secretary of State and must have an abbreviation of LLP or Limited Liability Partnership in its name.
- Limited Liability Company: A limited liability company is formed by several individuals or entities coming together to form a business. Owners of an LLC are usually called members, and they are typically governed by an operating agreement that details management of the business, allocation of profits and losses and assignability of interests. LLCs must register with the Secretary of State.
- Corporation: A corporation is a legal entity, separate from those who formed it, that is formed to conduct business. Those who form the corporation are not personally liable for the corporation’s debts, but it can also require more administration. Corporations must register with the Secretary of State.
- Professional Entities: Professionals like attorneys, architects, doctors, and accountants, can also choose a type of entity which best suits their professional requirements. Texas law provides for the types of entities for such professions, including:
- Professional Limited Liability Company
- Professional Limited Liability Corporation
- Professional Corporation
- Professional Association
At Duke Seth, our corporate formation attorneys are experienced in advising business owners on corporate issues:
- Corporate formation, including choice of entity (corporations, limited liability partnerships, joint ventures, limited liability companies, etc.)
- Drafting and filing articles of incorporation, certificates of formation, amendments, terminations and withdrawals, and general corporate formation documents
- Drafting partnership agreements, operating agreements, corporate bylaws, amendments, addendums, resolutions, members’ consent, etc.
- Drafting, reviewing, and revising sale and purchase of businesses or entity agreements and other transactional documents, including Sale and Purchase of Membership Agreement, Bills of Sale, Liens Affidavits, Members’ Minutes, Corporate Minutes, Amendment to the Bylaws or Company Agreements or Partnership Agreement, etc.
- Advising on corporate regulatory requirements
With years of experience and a focus on our clients’ goals and objectives, we are experienced at putting our clients in a position for success. To see if our corporate formation attorneys can help your business, please call us at (214) 965-8100 to schedule a consultation.