CORPORATE / LIMITED LIABILITY COMPANY / PARTNERSHIP LAW
For those establishing a business, we assist 
our clients in evaluating
the various business entity types and understanding both the state law organizational issues and the federal and state tax considerations in order to enable them to determine the structure that is best suited to the client’s particular needs.
Common business entities we organize include:
- Limited Liability Companies
- Taxed as a sole proprietorship
- Taxed as a partnership
- Taxed as a Subchapter S Corporation
- Corporations (for profit)
- Corporations (non-profit)
- Limited Partnerships
- Joint Ventures / Co-Partnerships
The nature and structure of a business organization has long-term effects for a business and for its owners. These effects range from asset-protection issues (for both the business and its owners), to the rules for internal governance, to federal and state taxes.
Once you have made an informed decision concerning the type of entity that is best suited for your particular circumstances, our corporate attorneys will then prepare all of the documents necessary to form the entity and begin operations. These include:
Corporations (For Profit)
- Articles of Incorporation
- Bylaws
- Subscription Agreements
- IRS Form SS-4 Application for Employer ID Number
- IRS Form 2553 Election by a Small Business (in order to make a Subchapter S Election)
- Certificate of Assumed Name
- Initial Incorporator Resolutions
- Initial Shareholder Resolutions
- Initial Board of Director Resolutions
- Application for Certificate of Authority to Conduct Business (for Michigan entities to conduct business in another state or for an out-of-state entity to conduct business in Michigan)
- Shareholder Buy-Sell Agreements
Corporations (Non-Profit)
- Conflicts of Interest Policy
- Incorporator’s Resolutions
- Initial Director Resolutions
- IRS Form 1023 – Application for Recognition of Exemption under Section 501(c)(3) of the Internal Revenue Code
- IRS Form 8718 User Fee Determination
- Evaluation of whether the entity is exempt from registration under the Michigan Charitable Organizations and Solicitations Act and under the Supervision of Trustees for Charitable Purposes Act
- If necessary, registration with the Charitable Trust Section of the Michigan Department of Attorney General under the Charitable Organizations and Solicitations Act and under the Supervision of Trustees for Charitable Purposes Act
Limited Liability Companies
- Articles of Organization
- Operating Agreements
- Subscription Agreements
- IRS Form SS-4 Application for Employer ID Number
- IRS Form 2553 Election by a Small Business (for an LLC electing to be taxed as a Subchapter S Election)
- Certificate of Assumed Name
- Initial Member Resolutions
- Initial Manager Resolutions
- Member Buy-Sell Agreements
Partnerships
- Certificate of Limited Partnership
- Limited Partnership Agreements
- Subscription Agreements
- IRS Form SS-4 Application for Employer ID Number
Each entity formation project will be custom-tailored to your particular business. In many instances, though, we are able to offer fixed fee pricing for our entity organizational services.
For existing businesses, we provide a wide-range of corporate law expertise, including advising the Board of Directors, structuring and implementing dividends, stock redemptions and reorganizations, consulting on fiduciary duty issues, and preparing buy-sell agreements, voting agreements, voting trust agreements, Board of Directors and shareholder resolutions, employee equity incentive plans (including options, phantom equity plans and employee equity appreciation rights plans), and the like.
