Once you have decided on the structure of your business, there are several important steps that follow:
Although this might seem like a basic step, there are several legal considerations that go into choosing a name. First, you will need to make sure that the name you want to use is available for use in Michigan. LEO NEVILLE can confirm that the name you have chosen is available and help you file the necessary legal documents to preserve that name. Second, corporations are typically indicated by using one of the following suffixes in their title: “Corp.” or “Inc.” A Limited Liability Company uses the words “limited liability company,” “L.L.C.” or “LLC” in its title.
In order to incorporate a business in Michigan, an individual must file Articles of Incorporation with the Michigan Department of Labor & Economic Growth. If the business owner elects to incorporate as an S-corporation, a special tax election must also be made with the Internal Revenue Service. If you elect to create an LLC you must file Articles of Organization.
The Articles will include: the name and address of the business, the name and address of the entity’s registered agent; the purpose of the business; a statement regarding the business’s duration; the names and addresses of the incorporators or the initial member(s) of the LLC.
Every Michigan business entity must designate a registered agent within Michigan. The registered agent is an individual or business that agrees to accept legal papers on behalf of the business. A registered agent may be an individual who resides in Michigan, or a corporation authorized to do business in Michigan.
Shareholder agreements, partnership agreements, and LLC operating agreements are essential to any well-managed business organization. These agreements govern crucial aspects of the business, including ownership, management, and governance. For example:
A shareholder agreement can be used to:
The Operating Agreement of an LLC sets forth the rules and responsibilities of the members and managers of the company.The Operating Agreement will address and govern the internal affairs of the LLC, including voting rights and management responsibilities.
Partnership agreements and LLC operating agreements generally cover the same issues as shareholder agreements, but Michigan law provides several rules about the things that can and cannot be stipulated in a partnership or operating agreement. Therefore, it is important to seek the advice and guidance of an experienced Michigan business lawyer like LEO NEVILLE when preparing a partnership agreement or LLC operating agreement.
Buy/sell agreements are used to restrict the transfer of ownership interests upon certain triggering events, such as the retirement, death, termination of employment, or divorce of another owner. Buy/sell agreements are often used in family businesses in order to preserve the exclusive family ownership of the company. In short, they are an essential business succession tool for most small and family run businesses.
LEO NEVILLE is an experienced business lawyer who will help you get your business up and running quickly. Call LEO NEVILLE at (734) 425-6340.