Formation

Our Business Formation Services

Launching a business is exciting, but missing key formation steps can lead to costly mistakes. @VirtualCounsel provides expert LLC, corporation, and non-profit formation services, ensuring compliance and long-term success.

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Services

Formation Services we offer

Launch with confidence. We provide LLC, corporation, non-profit, and B-Corp formation services, handling compliance and paperwork so you can focus on growth.
Formation
Launch your next big idea on a solid legal foundation. Too many founders skip important first steps and pay for it later.
Resources
Single-Member LLC Formation
$2,000
20% off
Formation

Single-Member LLC Formation

$2,000
$2,000
$2,000
20% off
Included
$2,000
$2,000
Included
$2,000
$2,000
Included
Form your LLC with clarity, protection, and confidence.

For solo founders, consultants, and small business owners, a Limited Liability Company (LLC) provides simplicity without sacrificing liability protection. We guide you through every step of the process to ensure your LLC is properly structured, compliant, and prepared for growth. Even single-member entities benefit from professional formation—getting it right from the start prevents costly fixes later, enhances credibility with investors, and lays a solid foundation for future expansion or conversion to a corporation.

Scope of Work
  • Draft and file Articles of Organization to legally form the LLC with the state
  • Draft Initial Member Consent and any necessary Resolutions to formalize company setup and management structure
  • Draft a custom Operating Agreement designed for a single-member structure, ensuring separation of personal and business liability
  • Draft Confidential Information and Invention Assignment Agreement (CIIAA) to protect intellectual property and proprietary assets
  • Consultation with Client via phone/email regarding EIN registration, tax classification, foreign qualification, and banking setup
  • Finalize and circulate all formation documents for e-signature and recordkeeping

It’s not always required, but it’s strongly recommended to show business formalities and strengthen liability protection.

No. While both are owned by one person, an SMLLC offers limited liability protection, unlike a sole proprietorship.

As an SMLLC taxed as a disregarded entity, you generally take owner’s draws instead of a salary. If you elect corporate tax treatment, you can pay yourself a salary.

Multi-Member LLC Formation
$3,000
20% off
Formation

Multi-Member LLC Formation

$3,000
$3,000
$3,000
20% off
Included
$3,000
$3,000
Included
$3,000
$3,000
Included
Form your multi-member LLC the right way—clear agreements that prevent conflict and eliminate costly fixes later.

A Limited Liability Company (LLC) offers flexibility and simplicity, but when multiple members are involved, it’s essential to get the structure, agreements, and decision-making rules right from the start. We form your LLC with the same level of care applied to complex corporate setups—ensuring ownership interests, voting rights, and distributions are clearly defined to prevent conflict and confusion later.

Even for lean, early-stage teams, investing in a sophisticated formation process protects relationships, maintains compliance, and creates the clean ownership records investors and partners expect during due diligence.

Scope of Work
  • Draft and file Articles of Organization to establish the LLC with the state
  • Draft Initial Member Consent and Manager or Member Resolutions to formalize governance and operational authority
  • Draft a custom Operating Agreement tailored to the LLC’s ownership, management structure, and economic terms
  • Prepare Founder or Member Agreements, including contribution documentation and vesting provisions (if applicable)
  • Draft Confidential Information and Invention Assignment Agreements (CIIAAs) to safeguard intellectual property and proprietary assets
  • Consultation with Client via phone/email to address tax classification (partnership vs. corporation), foreign qualification, EIN registration, and banking setup
  • Build a Pro Forma Cap Table or ownership schedule reflecting membership percentages and contributions
  • Finalize and circulate all formation documents for e-signature and recordkeeping

Yes. Even if your state does not legally require it, a written operating agreement is essential for outlining ownership, voting rights, profit distribution, and dispute resolution.

Multi-Member LLCs must file IRS Form 1065 (partnership tax return) and provide Schedule K-1 forms to each member. Each member then reports profits or losses on their personal tax return.

A Single-Member LLC has only one owner and is taxed as a disregarded entity by default, while a Multi-Member LLC has two or more owners and is taxed as a partnership unless corporate tax treatment is elected.

Corporate Formation
$3,500
20% off
Formation

Corporate Formation

$3,500
$3,500
$3,500
20% off
Included
$3,500
$3,500
Included
$3,500
$3,500
Included
Form your corporation with precision, compliance, and confidence.

Getting your formation right from the start saves time, money, and headaches down the road. We help founders build their companies on a solid legal foundation—so when investors come calling, your structure, documentation, and equity records are already clean and ready for diligence. Even if you’re bootstrapped, taking a sophisticated approach early prevents costly fixes later, since restructuring or converting down the line is far more expensive and disruptive.

We handle every step of the incorporation process with the same level of care and foresight that institutional investors expect. From drafting your formation documents to issuing founder equity and protecting IP, we ensure your company is built to scale confidently and compliantly.

Scope of Work
  • Draft and file the Certificate of Incorporation, ensuring your corporation is properly formed and recognized by the state
  • Draft the Action by Sole Incorporator and Initial Board Consent to formally establish leadership, adopt governance documents, and authorize key corporate actions
  • Draft custom Bylaws aligned with your governance structure and long-term growth goals
  • Prepare Founder Restricted Stock Purchase Agreements, addressing vesting, transfer restrictions, and ownership structure
  • Draft Confidential Information and Invention Assignment Agreements (CIIAAs) to protect the company’s intellectual property from inception
  • Consultation with Client via phone/email to address 83(b) elections, foreign qualification, EIN registration, and corporate banking setup
  • Build a Pro Forma Cap Table reflecting founder equity and ownership percentages, ready for investor review
  • Finalize and circulate all corporate formation documents for e-signature and recordkeeping

You are not legally required to hire a lawyer to incorporate, and many states allow you to file online. However, legal guidance is highly recommended, especially if you have multiple founders, plan to raise capital, or need to issue equity. Mistakes at this stage can be costly to fix later.

You should consider incorporation when you have created intellectual property, added co-founders, prepared for a product launch, started hiring employees, or plan to raise outside funding.

Without incorporation, you are personally liable for all debts, contracts, and lawsuits related to the business. You also lack formal ownership agreements, making disputes with partners more likely. Banks and investors are unlikely to take your business seriously without a formal entity.

Conversion (LLC-to-LLC)
$3,500
20% off
Formation

Conversion (LLC-to-LLC)

$3,500
$3,500
$3,500
20% off
Included
$3,500
$3,500
Included
$3,500
$3,500
Included
Restructure your LLC cleanly, compliantly, and without disrupting ownership.

As your business evolves, there are times when an existing LLC structure no longer fits your operational, ownership, or strategic needs—whether due to changes in membership, governance, jurisdiction, or long-term planning. An LLC-to-LLC conversion allows you to reorganize while preserving continuity of the entity and its ownership, provided the process is executed correctly.

We guide you through the conversion process with the same level of care applied to more complex restructurings—ensuring compliance with state law, clarity around ownership interests, and a clean paper trail for future diligence. Done properly, this avoids downstream confusion, disputes among members, or costly corrective work later.

Scope of Work
  • Draft and file Certificate of Conversion and new Articles of Organization with the applicable state(s)
  • Draft Plan of Conversion addressing ownership continuity, capital accounts, and governance changes
  • Draft Member Consents and Manager or Member Resolutions approving the conversion and authorizing the revised structure
  • Draft or update Operating Agreement to reflect the post-conversion ownership, management, and economic terms
  • Consultation with Client via phone/email regarding tax classification, EIN updates, banking changes, and contractual continuity
  • Prepare updated ownership schedule or pro forma cap table reflecting the converted LLC structure
  • Finalize all conversion documents and circulate for e-signature and recordkeeping

A Single-Member LLC has only one owner and is taxed as a disregarded entity by default, while a Multi-Member LLC has two or more owners and is taxed as a partnership unless corporate tax treatment is elected.

Yes. Many startups begin as LLCs for simplicity and later convert to C-Corps to raise capital. However, conversions carry legal and tax implications. It’s usually easier and cheaper to start as a C-Corp if you know you’ll need it, but conversion is always an option.

Yes. You can elect S Corporation status for tax purposes by filing Form 2553 with the IRS.

Conversion (Corp-to-Corp)
$4,000
20% off
Formation

Conversion (Corporation-to-Corporation)

$4,000
$4,000
$4,000
20% off
Included
$4,000
$4,000
Included
$4,000
$4,000
Included
Reincorporate in Delaware with precision, compliance, and investor readiness.

As companies mature, many choose to move their corporate home to Delaware—the jurisdiction preferred by most investors and acquirers for its established corporate law, predictability, and ease of governance. Whether your business was originally incorporated in California, New York, or another state, we manage the full legal process to convert or domesticate your corporation to Delaware while maintaining ownership continuity and compliance with both jurisdictions.

Our approach ensures your corporate records, stock issuances, and board approvals transition seamlessly. We help you avoid the pitfalls of do-it-yourself filings and preserve your company’s good standing—setting you up for future financing, acquisitions, or an eventual exit.

Scope of Work
  • Draft and file Certificate of Conversion and Certificate of Incorporation with the State of Delaware
  • Draft and file Certificate of Dissolution or Withdrawal (if applicable) in the original jurisdiction
  • Draft Plan of Conversion outlining continuity of ownership, share exchange, and corporate governance
  • Draft Board and Stockholder Consents authorizing and approving the conversion
  • Draft Bylaws and Updated Corporate Governance Documents consistent with Delaware law
  • Consultation with Client via phone/email regarding Delaware compliance, tax registration, and registered agent setup
  • Review and reconcile existing stock ledger and capitalization records to ensure accuracy under the new Delaware entity
  • Finalize all conversion documents and circulate for e-signature and recordkeeping

Corporate conversion is the legal process of changing your business from one entity type to another, such as from an LLC to a C-Corporation, without dissolving and starting over.

If done correctly, conversion preserves continuity, meaning contracts, tax IDs, and operating history typically remain intact.

Conversion (LLC-to-Corp)
$4,500
20% off
Formation

Conversion (LLC-to-Corporation)

$4,500
$4,500
$4,500
20% off
Included
$4,500
$4,500
Included
$4,500
$4,500
Included
Convert your LLC into a corporation smoothly, strategically, and investor-ready.

As your business grows and attracts investors, converting from an LLC to a corporation is often a necessary step—but it’s one that must be done carefully to avoid disrupting ownership, tax status, or existing agreements. We guide you through every phase of the conversion process, ensuring compliance with state laws, alignment of ownership interests, and clean documentation for investor diligence.

Many founders form LLCs early for flexibility, but as investment opportunities arise, a properly executed conversion ensures your company is structured for long-term growth. We help you transition seamlessly—maintaining continuity of ownership while delivering the corporate structure investors expect.

Scope of Work
  • Draft and file Certificate of Conversion and Certificate of Incorporation with the state
  • Draft Plan of Conversion outlining ownership continuity, capitalization, and governance transition
  • Draft Action by Members and Board Consents approving the conversion and authorizing new corporate governance
  • Draft Bylaws and Founder Restricted Stock Purchase Agreements reflecting the new capital structure
  • Draft Confidential Information and Invention Assignment Agreements (CIIAAs) to ensure intellectual property alignment under the new entity
  • Consultation with Client via phone/email regarding tax treatment, 83(b) elections, EIN updates, and banking or contractual transitions
  • Build a Pro Forma Cap Table reflecting ownership conversion and post-conversion capitalization
  • Finalize all conversion documents and circulate for e-signature and recordkeeping

Corporate conversion is the legal process of changing your business from one entity type to another, such as from an LLC to a C-Corporation, without dissolving and starting over.

If done correctly, conversion preserves continuity, meaning contracts, tax IDs, and operating history typically remain intact.

B-Corp / Social Purpose Corp.
$4,500
20% off
20% off
Formation

Benefit Corporation (B-Corp) / Social Purpose Corporation

$4,500
$4,500
$4,500
20% off
Included
$4,500
$4,500
20% off
Included
$4,500
$4,500
Included
Align profit with purpose through a compliant, credible structure.

For founders who want to build businesses that make an impact, forming a Benefit Corporation, B-Corp, or Social Purpose Corporation is a powerful way to balance profit and purpose. We help you structure and document your company to reflect your mission while maintaining compliance with state laws and investor expectations.

Many founders attempt to “bolt on” social purpose after forming a traditional entity, but doing it right from the start creates long-term credibility and investor confidence. Our team ensures your company’s charter, governance, and reporting obligations align with your mission—and we help you avoid common pitfalls around overlapping for-profit and nonprofit activities.

We also guide for-profit owners who wish to complement their mission-driven business with a related nonprofit entity, ensuring proper governance and compliance boundaries (“separation of church and state”) between the two.

Scope of Work
  • Draft and file Articles of Incorporation (Benefit or Social Purpose Corporation) in the appropriate state
  • Draft Action by Incorporator and Initial Board Consent establishing governance, mission purpose, and fiduciary standards
  • Draft Bylaws reflecting the company’s public benefit or social purpose commitments
  • Prepare Board and Shareholder Resolutions to adopt benefit reporting frameworks and mission-related obligations
  • Consultation with Client via phone/email regarding B-Lab certification requirements, annual reporting standards, and compliance considerations
  • Coordinate EIN registration, tax status setup, and related compliance filings
  • Draft Conflict of Interest and Mission Alignment Policies to document and protect social purpose commitments
  • Finalize all formation documents and circulate for e-signature and recordkeeping

Many startups begin as LLCs or C-corporations. The right choice depends on factors like your fundraising goals, tax strategy, and management style. A business attorney can help determine the best structure for your situation.

Nonprofit Formation
$5,000
20% off
20% off
Formation

Nonprofit Formation (501(c)(3))

$5,000
$5,000
$5,000
20% off
Included
$5,000
$5,000
20% off
Included
$5,000
$5,000
Included
Form your nonprofit on a clean, compliant foundation—built for impact, credibility, and long-term success.

We help mission-driven founders and business owners establish nonprofits with the same level of precision applied to any sophisticated enterprise. From state filings to IRS recognition, we ensure your nonprofit is structured correctly from the start—so you can focus on impact, not paperwork.

Many of our for-profit clients form strategically related nonprofits to expand their mission, strengthen community engagement, or align philanthropic initiatives with their core business. While this can be an effective strategy, it also introduces compliance risks. We help owner-operators navigate the “separation of church and state” between their for-profit and nonprofit entities—ensuring governance, finances, and operations remain distinct and fully compliant with IRS and state regulations.

Our approach prevents common pitfalls and ensures your organization launches on a clean, compliant foundation that supports long-term credibility with donors, regulators, and partners alike.

Scope of Work
  • Draft and file Articles of Incorporation (Nonprofit) with the appropriate state agency
  • Draft Bylaws tailored to nonprofit governance, board structure, and voting procedures
  • Draft Action by Incorporator and Initial Board Consent to formalize appointments and operational authorizations
  • Prepare and file IRS Form 1023-EZ (Application for Recognition of Exemption)
  • Consultation with Client via phone/email regarding charitable purpose, related for-profit relationships, and state registration requirements
  • Coordinate EIN registration and assist with state-level charitable solicitation filings (where applicable)
  • Draft Conflict of Interest Policy and other required governance documents
  • Finalize all formation and exemption materials and circulate for e-signature and submission

The first step is defining a clear mission and purpose. This ensures your organization qualifies for IRS tax-exempt status and guides your governance structure.

The IRS typically takes 3 to 12 months to review and approve an application, depending on the complexity of your activities and the completeness of your filing.

Most non-profits are exempt from federal income tax on mission-related income, but they must still pay taxes on unrelated business income. State and local exemptions may also apply.

Our Formation Offerings Guide

Explore our Formation Guide to learn how we handle acquisitions, mergers, exits, and compliance. Get expert insights on agreements, negotiations, and due diligence for smooth, strategic transactions.
Articles of Incorporation Filed
Attached: State confirmation document — your new business entity is officially registered.
EIN Application Call Scheduled
10:00 EST – Friday
Slack Message
Just got our LLC approved — huge relief! Thanks for making the process so simple.

Related Resources

Top 10 Legal Mistakes Startups Make (and How to Avoid Them)

Launching a startup is exciting, fast paced, and full of pressure to move quickly. Most founders spend their early energy on building the product, refining the pitch, and chasing early users or investors.

Corporate Conversion: Navigating Business Structure Transitions

As your business evolves, the legal structure that worked in your startup phase may no longer be the best fit. Corporate conversion - the process of transitioning from one entity type to another - can help align your company’s structure with your growth, funding, and succession goals.

Foreign Qualification: An Overview

Determining where your startup needs to qualify to do business can be a complex challenge, especially in an era of remote work and digital commerce. This memo provides critical guidance on understanding when and where your startup may need to qualify to do business.

EINs

An Employer Identification Number (EIN) is a federal tax identifier issued by the IRS. Every new business needs an EIN to operate legally and establish financial credibility. This guide explains why EINs matter, how to apply, and what to prepare before starting the process.

Typical C-Corp Startup Incorporation Documents

Incorporating your startup is an important milestone, but it is only the first step toward building a fully functional company. After incorporation, several legal documents and governance measures are required to establish structure, protect intellectual property, and prepare for growth.

Where Should I Incorporate My Startup?

The state of incorporation is a critical decision that can significantly impact your startup's legal, financial, and operational landscape. This memo provides guidance on selecting the most appropriate jurisdiction for your business.

When Should I Incorporate My Startup?

When launching a new venture, one of the most critical decisions entrepreneurs face is determining the appropriate time to incorporate. This memo outlines key milestones that signal it's time to form a legal business entity.

Registered Agents Overview

Selecting a registered agent is a critical compliance requirement for any business entity. This memo provides comprehensive guidance on the role, importance, and considerations surrounding registered agents for startups.

Non-Profit Organization Formation: Creating Impact with Purpose

Launching a mission-driven venture requires a legal structure aligned with your social impact goals.

Multi-Member LLC Formation: Balancing Partnership with Protection

Building a business with partners requires a legal structure that accommodates shared ownership while protecting personal assets.

Single Member LLC Formation: Simplicity with Protection

When launching a solo venture, choosing the right legal structure can make all the difference in your business journey.

Choosing the Right Legal Structure for Your Business: LLCs v. C-Corps

When launching a new venture, one of the most critical decisions you'll face is selecting the right legal structure.

Navigating the Corporate Transparency Act (CTA)

These are the essentials of the Corporate Transparency Act. Learn how to file your Beneficial Ownership Interest report with our easy-to-follow guide, tailored for both existing businesses and new entities.

How to jump-start your business in the new year!

New Year’s resolutions are doomed to fail. Don’t get us wrong, we’re all for resolving to be better! Just not on the one day of the year when you’re quite possibly the most hungover.

What our clients are saying

Click any case study to hear more
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"I like that Daniel's team kept reminding me to attend to the foundational signatures required to keep the process moving. As a founder, I'm constantly getting my attention pulled away from the priorities -- and getting this corporation formed and initial stock allocated, was a priority (that I was inclined to drag my feet on)."

Robert Rolnik
Robert Rolnik

"I actually ENJOY talking with my legal team! They do everything so fast. The communication is so fast, you’re not calling a secretary, you’re not waiting. It’s all online where you can chat very very quickly with @VirtualCounsel in Slack and get your questions answered and then, if needed, you can hop on a quick call with them and go over what you actually need to do.”

Michael Supina
Michael Supina
CEO

“@VirtualCounsel helped me set up everything from the ground up to help my business grow.  @VirtualCounsel feels very modern for what you'd expect from a business attorney team. What I really like the most is the way I can communicate with them using modern technology, knowing that I'll get a response quickly and that my legal team is on top of it."

Sergio Maldonado
CEO

“@VC came in at a really critical time.

They actually ended up serving as a role of sales enablement by being a partner that can react quickly and get us the right kind of agreements in place with big enterprises.”  

Trevor Foster
Trevor Foster
CEO

"Daniel's whole team (including Quin) was very responsive and efficient even during a busy holiday season."

Brian Vickery

"Before working with @VC we had a pretty significant legal structural change to navigate. Certainly not something that I wanted to navigate by myself. It’s fairly intricate to do a conversion of an entity, and to navigate that properly, such that we were able to retain important information. @VC made it really smooth for us. "

CFO

“We're a tech startup, so we don't have the luxury of finding out what we owe in legal fees at the end of the month based on an email or phone call we didn't know about. So having a consistent retainer that we can really trust in, depend on, and make budgeting decisions based off of is huge. I honestly have had the best experience working with @VirtualCounsel. Not just the predictability of payments, but more so the level of service has been above and beyond any service-based company I have ever worked with. "

Christian Chasmer
Christian Chasmer
Co-Founder & COO

"Daniel helped a ton with our licensing contract. He and his partners were super professional and knowledgeable throughout the process."

Nicholas Canova
Nicholas Canova

"Fantastic experience working with Daniel E. Goodrich and the VirtualCounsel team. They have clear communication, vast knowledge, and supported me in handling investor’s questions and closing down my company. I highly recommend them."

Miguel Martinez

"Absolutely incredible experience from start to finish!!!! Would give 10 stars if I could!!!!"

Stephen Torres

“@VirtualCounsel helped me submit all of my paperwork to officially become an LLC...They made it super affordable and super easy and they did it in a quick manner as well. Thank you for making my life so much easier.”

Kim Roach
Founder

“We’re really grateful that @VirtualCounsel has been alongside us for our whole journey. Scrapping together legal documents is a bad idea, so we’re really glad we’ve had @VirtualCounsel from the beginning because those early decisions are impacting things we’re dealing with today and we’re really glad we had the whole professional structure set up.”  

Mathew Geller
Mathew Geller
Co-Founder & CEO

"Great work from the initial call to the final advice and resolution. Thank you!"

"Would recommend"

Chris Martin

"With other people I’ve worked with in the legal space – I send an email and I may not get a response for a month, or I have to follow up 3-5 times. With Danny and the team, I do it once and everything’s fixed."

Arron Bennett
Arron Bennett
CEO

"Answered all my questions and provided a good agreement based on our discussion. Will definitely consider doing business again later."

Eric Zhang
Eric Zhang

"Fantastic help - quick, clear, and made it easy for me to understand."

Maggie Dumouchel
Maggie Dumouchel

“With any other legal team, I’ve already had the experience that it’s going to be more expensive, more difficult, and just cause me heartache. Working with @VirtualCounsel is a HUGE difference – I tell everyone I can about how great @VirtualCounsel is, and I recommend them to anyone with a start-up or growing business. They've helped me with almost every single legal aspect of my business you can think of."

Brendan Kennedy
Brendan Kennedy
Founder & CEO

"Daniel is incredible to work with. He communicated clearly and delivered documents quickly. He made sure I understood the details of a contract and how it would impact me. I would highly recommend him."

Shay Pantano
Shay Pantano

“I came to @VirtualCounsel because I wanted to make my business official and I didn't really know where to start. They helped me come up with my Terms of Services, my Service Agreements, my Privacy Policy… They also gave me a whole month of access to them to ask any questions that I needed to after the submission of the paperwork.”

Kim Roach
Founder

"Helpful with streamlined service for corporate setup"

Will Lin

"Looking forward to working with Daniel on future projects!"

Cameron Robertson

"Very informative and helpful in my situation"

“They’re incredible people, very relatable, but also just really good at what they do. They're also incredibly cost-effective. @VirtualCounsel is also strategic in terms of helping us to think about our risks in a different way, and some of those other things that I may not think of as someone who is more of a business development-led CEO, e.g., they help me manage downside, think through things in detail, manage things with employees/team, and structure everything in smart and effective way. ”

"It was fantastic working with Daniel and Quin! Thanks guys!!"

Sean Sweet
Sean Sweet

"Great communication throughout. Professional and personable."

Greg Albritton
Greg Albritton
Founder & CEO

"Working with Mr. Goodrich and his team has been a real pleasure. They provided everything I needed from the beginning to the end of my case. Always willing to find the perfect solution to problems. Looking forward to work again together"

Massimo Caramel
Massimo Caramel

"Really quick response time, very fair pricing - my issue ended up being less intensive than we thought and they refunded part of my retainer, which I really appreciated. Very upfront, honest, and professional. Would absolutely recommend to family and friends and would definitely use again if needed!"

"I think the most important thing is that I felt like I had counsel. I had someone that I could rely on regularly, whenever I had a concern. They mapped out everything I needed to do for the weeks and months ahead in order to keep my company compliant, stable, and secure so that I had the space to go out and do my work and do my business."

Rudhir Krishtel
Rudhir Krishtel
CEO

"Love working with the team!"

Alyson Schill
Alyson Schill

Digital is our default

We know that today's clients are technologically sophisticated and expect the same from their service providers. We leverage technology to streamline communication, keep projects organized and make our workflow as efficient as possible.
Loom
Slack
Google Drive
Gusto
Google Meet
Basecamp
Zoom
Carta
Loom
Slack
Google Drive
Gusto
Google Meet
Basecamp
Zoom
Carta
Loom
Slack
Google Drive
Gusto
Google Meet
Basecamp
Zoom
Carta

FAQs

Yes. Recordkeeping is critical. You should maintain bylaws or operating agreements, stock records, board meeting minutes, financial statements, and compliance filings. These documents protect your liability shield and will be scrutinized by investors, lenders, or acquirers.

You can convert your company from one entity type to another (for example, from LLC to C-Corp), but the process may have tax and legal consequences. Conversions are common as businesses grow, but they require careful planning and professional guidance.

An 83(b) election is a filing with the IRS that allows you to pay taxes on stock at the time it is granted rather than as it vests. For founders, filing an 83(b) locks in a low tax basis early, potentially saving thousands in future taxes. Missing the 30-day filing deadline can create serious tax consequences.

You are not legally required to hire a lawyer to incorporate, and many states allow you to file online. However, legal guidance is highly recommended, especially if you have multiple founders, plan to raise capital, or need to issue equity. Mistakes at this stage can be costly to fix later.

Yes. Your entity type determines how your business is taxed. LLCs and S-Corps typically use pass-through taxation, where income flows to your personal return. C-Corps pay taxes at the corporate level, and shareholders are taxed again on dividends. Each structure has pros and cons depending on your income, growth goals, and fundraising plans.

At a minimum, you’ll need:

  • Articles of Incorporation (or Certificate of Formation)
  • Bylaws (corporation) or Operating Agreement (LLC)
  • Board resolutions and organizational meeting minutes
  • Restricted stock purchase agreements and vesting schedules
  • 83(b) elections for founders receiving restricted stock
  • Intellectual property assignment agreements
  • Annual compliance filings and reports

Most states process incorporation filings within a few business days. In some cases, you can pay for expedited service and receive approval within 24 hours. Applying for an EIN online usually takes less than 10 minutes.

Without incorporation, you are personally liable for all debts, contracts, and lawsuits related to the business. You also lack formal ownership agreements, making disputes with partners more likely. Banks and investors are unlikely to take your business seriously without a formal entity.

Yes. Many startups begin as LLCs for simplicity and later convert to C-Corps to raise capital. However, conversions carry legal and tax implications. It’s usually easier and cheaper to start as a C-Corp if you know you’ll need it, but conversion is always an option.

Yes. Accepting investments before incorporation can create serious legal and tax problems. Incorporation ensures you can issue equity properly, protect personal assets, and provide investors with legitimate ownership records.

Most founders struggle with entity formation.


You’re unsure whether to incorporate as a C-corp, LLC, or other legal entity.


You're dealing with confusing state filings, stock structures, and compliance requirements on your own.


You'er worried about making foundational mistakes that could complicate future funding rounds.


We get it, which is why we make formation seamless from day one.

Your Formation Advantage

Simplify Entity Setup

We handle LLCs, corporations, non-profits, and B-Corps—ensuring filings are correct and compliant from day one.

Start Strong, Avoid Mistakes

Our guidance prevents costly errors in governance, tax IDs, and state requirements, giving your business a solid foundation.

Stay Compliant with Confidence

From incorporation documents to ongoing filings, we manage the legal details so you can focus on growth.

Schedule a Consultation

Launch Your Business the Right Way

Partner with our formation experts to launch your LLC, corporation, non-profit, or B-Corp the right way. We’ll handle filings, compliance, and governance so you can focus on building your business.