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Business Formation

Business formation, conversion and dissolution

The firm can assist in selecting and chartering the business entity which will best serve the client’s needs, whether it be a Texas limited liability company (LLC), corporation (electing either subchapter C or subchapter S status), general or limited partnership, limited liability partnership (LLP), or a professional entity such as professional corporation (PC) or professional limited liability partnership (PLLP). One business form may also be converted to another to adapt to changed business, personal or tax planning objectives. Governing documents the firm can prepare include corporate minutes, company agreements (formerly known as “regulations”) for limited liability companies, partnership agreements, buy-sell agreements to insure orderly transfers of business interests and employment agreements. It may also be necessary to register an assumed name or trademark in order to protect the goodwill developed by the new business. In certain cases, failure to register an assumed name used by the business is a criminal offense.

Minority or women-owned business enterprise

The entity may qualify as a Minority or Woman-Owned Business Enterprise in accordance with Texas Government Code 481.101(3). If so, it may be advantageous to designate and obtain certification as a Minority or Woman-Owned Entity to qualify for participation in certain government contracts and other small business programs. The firm can assist in preparing the necessary documentation.

Out-of-state businesses

The firm can register an out-of-state company to do business in the state of Texas (formerly referred to as an application for Certificate of Authority). Likewise, the firm can secure the certificate of good standing often needed by Texas businesses in order to qualify to do business in another state.

Contact Mr. Hemphill to schedule an appointment to discuss how we can assist you with your legal matters.