RELOCATING YOUR BUSINESS ENTITY TO TEXAS

By: Allen T. May, C.E.O. of Westwood Associates, LLC

It seems that every week I am reading in The Wall Street Journal, The New York Times, or some other news media covering businesses relocating their entire enterprise to the State of Texas. The reasons are obvious and endless of course, but the process of effectively doing so are not. Many entrepreneurs choose to cut ties with the state they are leaving if they will no longer be providing products and/or services in that state. In doing so, it alleviates those entrepreneurs from having to file quarterly and annually reports as well as pay taxes with the state they have left. However, if you are leaving one state for another but plan to continue to operate in the state you have moved from, then that’s another matter to consider. For the sake of this blog posting, however, we will assume you are leaving a state for a new life in Texas, as thousands do each year.

If you completely move your corporate offices from your home state to Texas, you have one of three options to consider. You may continue as a corporation in your old state and register as a “foreign” corporation doing business in Texas with the Texas Secretary of State. In doing so, you will be required to file quarterly and/or annually reports to both states. Something to consider for sure. Alternatively, you can dissolve your corporation fully in your old state and form the corporation again in Texas, as a new entity. There are many pros and cons to this option and careful consideration should be made in this area. Lastly, you may do a reorganization, in which you form a new company in Texas and “merge” your old corporation/LLC with it.

If you’ve chosen to operate your business as a Limited Partnership, LLC, or a corporation, you will register with the State of Texas, Office of the Secretary of State, Corporations Section. This requirement is in play regardless which of the above three options you select.

If you’ve decided to operate your business as a sole proprietorship or general partnership, you will need to file an “Assumed Name Certificate” also known as a “DBA” (doing business as) for the name or names of your business. The county clerk where your business will be domiciled in Texas will issue this certificate. Fees vary from county to county, but expect to pay around $15.00 per dba certificate you file, which, is valid for up to 10-years before you will be required to file a renewal with the county clerk’s office. Worth noting, if your business will not have a physical location, you must file a DBA in every Texas county it will operate. For example, a pool company located in Houston, Texas and operating as a sole proprietorship (NOTE: THERE IS A HUGE RISK FACTOR FOR THIS GUY WITH REGARDS TO LIABILITY, BUT THAT’S ANOTHER BLOG POST) would have to file a DBA under the business name it is operating under in Harris County, as well as Montgomery County should it service customers in The Woodlands. First, you have to check the local county records to ensure no one else is currently using the business name you want and its good policy to go ahead and check that name in all surrounding counties before you commit to it. Otherwise, expect a cease-and-desist letter from the attorney representing the other company using the same or similar name you’ve chosen.

Additionally, if your business will be operating out of your home, you must check zoning regulations and product restrictions in order to legally operate. Some municipalities can get very serious about this matter. If your business or product is trademarked, you may need to register it again. Businesses that sell their goods and services only in Texas must register their marks with the State of Texas. Those doing interstate business must register federally.

Texas is one of the top 10 states for lowest overall tax burdens, as residents do not have company tax or individual income tax, Unless your company has an annual revenue north of $1,000,000.00, you may well be exempt form other types of tax as well. For more information on this matter, you can visit the website of the Texas Comptroller of Public Accounts.

Should you decide to dissolve your existing out of state corporation and start fresh with a Texas corporation or LLC, then an aged Texas shelf entity may be the best choice for you. Consider this. Lets assume you owned a general contracting business in California for the past 3 years and decided one day that the outrageous California tax system coupled with its shamefully over burdened business regulatory system was simply more than you could take. So, you relocate to state income tax free Texas. The facts are that you have three solid years of experience running a general contracting business and your have references regarding your quality of work. You can merge those credentials and talent into one of our aged Texas shelf companies that matches your credentials. Hence, you would simply acquire one of our 3-year old corporations or LLCs and hang your shingle in the Great State of Texas!

Please reach out to me if you have any questions regarding this process. You can reach me as follows:

Allen T. May
cell: 214-893-2623
email: allentmay@gmail.com

Texas LLCs....To Be or Not To Be

By: Allen T. May, C.E.O. of Westwood Associates, LLC

Greetings and salutations fellow entrepreneurs. I get a lot of emails regarding an LLC in contrast to the C-Corp and S-Corp so I decided to address it in this week's blog posting. Choosing your legal entity is a crucial choice when starting your new business and you should give it the consideration it well deserves. There is no one answer fits all with this decision. The "right" choice varies from business to business. This is an important matter that you will need to discuss with your partners, if any exist as well as with your CPA. If you don't have a CPA.....GET ONE! Yes, they charge by the hour and yes they can be expensive. However, its money well spent and in the absent of a CPA on your "team" can quickly translate into significant tax liability. I cannot articulate enough the value of hiring a CPA. You don't need to pay the fees commanded by such accounting firms as PriceWaterhouseCoopers, but you do need pay someone who has current business and tax law knowledge and experience. Shoot me an email and I'll gladly recommend a few for you to contact. Okay, enough of my soapbox on hiring skilled accountants. Lets move on.

Which entity you the entrepreneur choose will have a huge impact on your exposure to legal liability as the owner of the company, and will also help determine how much you and your company will pay in federal income taxes. Another aspect your liability can affect? How much your business grows, and how much money you can raise. Here are some considerations to ponder when making a decision for you and your growing business venture, plus some other legal aspects to consider. 

There are three major kinds of entities that you will likely be selecting from for your new business venture; a Limited Liability Company (LLC); a C-Corporation (C-Corp); or an S-Corporation (S-Corp). As with anything, there are pros and cons to each. Here is a quick overview of each of these entities:

> LLC

An LLC is a great choice for many small business owners. Here's why. It protects YOU the business owner from the liabilities and debts just like a C-Corp, but also provides many tax benefits. Specifically, you avoid double taxation and your net revenue is only taxed once on your individual income tax rate. We are certainly keeping our fingers crossed on how President Trump's proposed tax overhaul will affect all of us entrepreneurs. The proposed tax plan calls for a reduction of "pass thru" income tax rate from 39.5% down to a delightful 25%. For an LLC, this could be life changing for small business owners. This proposal was made by the GOP lead Congress and is something we need as Entrepreneurs.

An LLC also allows your business to grow and allows you to add additional members to your company as needed. You can also use different classes of ownership, (also called membership in an LLC), so you are able to have non-voting or non-managing members of your LLC. This allows you to build equity as you build your company. An LLC will usually act as a barrier between your personal and business assets should an issue arise. You MUST have a bank account set up for your business for this to happen and cannot combine your business and personal funds. Always remember: Thou shalt not commingle thy funds.

One potential downside of an LLC is that not all liabilities and debts actually belong to the LLC. Many young businesses get credit or loans by providing a personal guarantee for that debt. So if you're a small business owner and provide your Social Security Number and/or other personal information to get financing, you will be personally liable for that debt, even if your LLC can't pay it back. These issues can possibly be circumvented with the acquisition of an aged shelf company. Once a business entity is 2 to 3 years in age, oftentimes, credit granting companies will not require a personal guarantee from its managing members. This makes for a strong argument on the value of starting off with a Texas shelf company. Money well spent. Please search this blog on various types of business financing options to better serve you and your new business venture's needs. I have put together a detailed list of various credit granting firms to consider when building your business credit. Overall, an LLC is probably the easiest business entity to set up, manage and maintain. 

Even though an LLC is not the ideal entity to use when fundraising, for many business owners, its advantages outweigh other options. For example, in an LLC, business debt generally increases the membership tax basis, which means that members can deduct more business losses on their individual tax returns. Additionally, the higher the investor or members basis, the less capital gains are possible, which translates into less tax when they sell their interest or sell the business. 

> C-Corp

This is a traditional corporation, in which you can have unlimited shareholders, as well as varying classes of stock. With a C-Corp, there are unlimited fundraising options, and you can also "go public" which gives you the benefit of a limited personal liability for business activities. The downsides of a C-Corp are that all net revenues are taxed twice, which is called double taxation. The income is taxed once on the corporate level and once on the individual shareholder's tax return. Double taxation was, for many years, viewed as a sizeable burden for small business owners, which led to the formation of the LLC discussed above. I encourage all of my blog readers to consult with an attorney specializing in securities laws if this is an option you and any potential partners are seriously considering. Securities laws are shamefully complex and good counsel is necessary for the entrepreneur desiring to go down this path. 

> S-Corp

Another option to choose from when forming your business is an S-Corp. An S-Corp is essentially a tax election that arises when a business elects to be taxed under "Subchapter S" or Chapter 1 of the Internal Revenue Service Code. Before electing for an S-Corp status with the IRS, you have to first have another entity for your business, called the "underlying entity." In other words, you have to start off as either a sole proprietorship, a partnership, an LLC, or a traditional C-Corp. Then, you can make the leap to the S-Corp. It is a matter of completing forms you or your CPA would submit to the IRS. You might select an S-Corp because it provides many of the same tax benefits of an LLC. An S-Corp can save a business owner a significant amount of money in self-employment taxes, while with an LLC, all revenue is subject to self-employment taxes.

Maintaining an S-Corp does take extra work as opposed to an LLC. There are several requirements you must fulfill in order to have an S-Corp status. For example, shareholders must adhere to corporate formalities, such as holding both regular and special meetings, keeping minutes of those meetings, and using a written (and format) corporate resolution to document all significant decisions made on behalf of the company. If you don't maintain these corporate formalities, it can result in an entire host of tax ramifications, some of which are significant. They include double taxation, possible back taxes, and penalties, evening being barred from using an S-Corp distinction for 5-years.

Unfortunately, what many entrepreneurs do not realize about S-Corps is that they will only see significant financial benefits if they're revenue is high enough, usually north of $1,000,000.00. Be sure to talk to your CPA before opting for this designation. As I've written before in this blog, S-Corps work well for some entrepreneurs but its not for everyone. 

Some other considerations to weigh when deciding whether to use an S-Corp designation is that there are limitations on the number of shareholders allowed, and you can only issue one class of stock to these shareholders. Moreover, shareholders cannot receive special allocations of profits and losses, which could present difficulties when trying to raise capital from investors. 

Should you decide that an S-Corp works best for you, one of our Texas shelf corporations can be converted into an S-Corp as it meets the IRS requirement of being an "underlying entity."

While each entity has its pros and cons, be sure to do your research and consult a CPA before making your final decision. A good rule of thumb: When in doubt, an LLC is a good choice. I am keeping a close eye on the current tax reform bill and how it will affect small business owners. Its still a long way from landing on President Trump's desk. Tax relief for U.S. businesses can only be good for this great country we call home. 

Please contact me for additional information on available Texas shelf LLCs we currently have in our inventory. You can reach me as follow:

Allen T. May

cell: 214-893-2623

email: allentmay@gmail.com

The Choices: Texas C-Corporation or Texas LLC

By: Allen T. May, C.E.O. of Westwood Associates, LLC

There is nothing more exciting than starting a new business venture. Its one of those things that not everyone "gets" when we attempt to share our excitement with others. While some may see a lot of work, long hours and frustrations, entrepreneurs see opportunity. Starting a new business venture is not about money and risk. Rather, its about opportunity and challenge. 

So how do smart entrepreneurs start with an advantage over other entrepreneurs? There are tremendous benefits for entrepreneurs to start their new business venture with the structure of an aged Limited Liability Company. If you're reading this blog, you've probably narrowed your choice between either the tried-and-true Texas shelf corporation or the Texas shelf LLC. So you're wondering, "Which one is best for me?" There is no universal answer that applies to every business venture. I wish there was, but the corporate laws and tax structure create a menu of options for different situations. Nevertheless, some general principles may prove helpful for you when attempting to select what is best for you. Some of these benefits include:

For the majority of new ventures, the relative simplicity and flexibility of the Texas LLC make it the better choice. This is especially true if your company will hold title to real property that's likely to appreciate in value of the years. That's because regular corporations and their shareholders are subject to a double taxation, hence, both the corporation and the shareholders are taxed at the federal level, on the increased value of the property when the property is sold or the corporation is liquidated. In contrast, the Texas LLC  member-owners avoid this double taxation because the company's federal tax liabilities are passed through to them. The Texas LLC itself doesn't pay a federal tax on its income. 

However, a Texas LLC isn't always the best choice. Occasionally, other factors may tip the balance toward a c-corporation. For example, if you anticipate having multiple investors in your new business venture or to raise capital from the public, you would probably be better served with an aged Texas c-corporation. While the shelf Texas LLC works fine when you have just a few investors, especially those who will be active in the day-to-day operations of the company, it may get more complicated when the number of investors increases over time. For example, you'll likely run into resistance from potential investors if you can't offer then the corporate stock certificates that they perceive to be tangible evidence of their partial ownership of the company. Investors like to have something in their hand that's tangible. 

I remember about 10 years ago I invented in a Denver, Colorado LLC start-up that was "suppose to revolutionize" the online marketplace for trading in high-risk equities. The salesman's pitch was awesome. I bought a 5% stake in the LLC for $150,000.00 and subsequently, I was handed a sheet of paper that indicated I owned "5 units" in the LLC. It was a rather plan document. I was accustomed to the traditional stock certificate with its fancy design. The piece of paper I was handed in exchange of my $150,000.00 check was almost as impressive as the return on my investment.  It was yet another hard lesson in life. So, it may serve you best to structure your new venture as a c-corp. Rather than wasting your time trying to overcome this resistance with investors, it's better to structure your company as a c-corporation. 

If you want to set up a single-member Texas LLC, but you live in a state that requires two or more members, you're in luck! Texas only requires one member! All of the shelf c-corporations and LLCs we offer through Westwood Associates, LLC were formed with a single director (c-corporations) member (LLCs).

Other things need to be considered as well. What if you'd like to provide extensive benefits to owner-employees? Things like a company car, expensive account, health club memberships, etc. Often, when you form a c-corporation, you expect to be both a shareholder (owner) and an employee. The corporation can, for example, hire you to serve as its C.E.O. and pay you a tax-deductible salary. From a tax standpoint, this option is far better than paying you dividends, which can't be deducted by the corporation as a business expense and therefore wind up being taxed TWICE. But corporate employees  (including employees of a c-corporation who are also owners) don't just receive pay - most also receive fringe benefits. These benefits can include the payment of health insurance premiums and direct reimbursement of medical expenses. The corporation can deduct the cost of these benefits and they are not treated as taxable income to the employees. (read: YOU!) Having your own corporation pay for these fringe benefits and then deduct the costs as a business expense can be an attractive feature of doing business through a regular c-corporation. These opportunities for you to receive a tax-favored fringe benefit are somewhat reduced if you do business as an LLC. Moreover, a c-corporation may be able to offer better retirement benefits or options under a corporate retirement plan. You want to entice or keep key employees by offering stock options and stock bonus incentives. Simply put, LLCs don't have stock. Corporations do. While its possible to reward an employee by offering a membership interest in an LLC, the process is awkward and likely to be less attractive to employees. Therefore, if you plan to offer ownership in your business as an employee incentive, it makes sense to incorporate rather than form an LLC.

The best course of action when making this decision of course is to seek out the professional advise of a Texas corporate attorney as well as that of a Texas CPA. It is money well spent. This is a huge decision you need to make and you must perform diligent research before committing to either a c-corp or an LLC. 

For additional information, please feel free to contact me:

Allen T May

cell: 214-893-2623

email: allentmay@gmail.com

Limited-Liability Companies

By: Allen T. May, C.E.O. of Westwood Associates, LLC

A new form of ownership called a "limited-liability company" has been approved in all 50 states, although each state's laws may differ. A limited-liability company (LLC) is a form of business ownership that combines the benefits of a corporation and a partnership while avoiding some of the restrictions and disadvantages of those forms of ownership. Chief advantages of an LLC are as follows:

1.) LLCs with at least two members are taxed like a partnership and thus avoid the double taxation imposed on most corporations. LLCs with just one member are taxed like a sole proprietorship. LLCs can even elect to be taxed as a corporation if there are benefits to offset the corporate double taxation*. 

2.) Like a corporation, it provides limited-liability protection for acts and debts of the LLC. An LLC thus extends the concept of personal-asset protection to small business owners. 

3.) The LLC type of organization provides more management flexibility when compared with corporations. A corporation, for example, is required to hold annual meetings and record meeting minutes; an LLC is not. 

Although many experts believe that the LLC is nothing more than a variation of the S-corporation, there is a difference. An LLC is not restricted to 100 stockholders - a common drawback of the S-corporation. LLCs are also less restricted and have more flexibility than S-corporations in terms of who can become an owner. Although the owners of an LLC may file the required articles of organization in any state, most choose to file in their home state - the state where they do most of their business. For more information about the benefits of forming an LLC, go to http://www.llc.com.

Because of the increased popularity of the LLC form of organization, experts are predicting that LLCs may become one of the most popular forms of business ownership available.

* Double Taxation: Corporations must pay a tax on their profits. In addition, stockholders must pay a personal income tax on profits received as dividends. Corporate profits thus are taxed twice - once as corporate income and a second time as the personal income of stockholders. Note: Both the S-corporation and the LLC eliminate the disadvantage of double taxation because they are taxed like a partnership. These special types of ownership still provide limited liability for the personal assets of the owners.

For more information, please contact me as follows:

Allen T. May

cell: (214) 893-2623

email: allentmay@gmail.com

Stockholder's Rights

By: Allen T. May, C.E.O. of Westwood Associates, LLC.

There are two basic types of stock. Owners of common stock may vote on corporate matters. Generally, an owner of common stock has one vote for each share owned. However, any claims of common-stock owners on profits and assets of the corporation are subordinate to the claims of others. The owners of preferred stock usually have no voting rights, but their claims on dividends are paid before those of common-stock owners. Although large corporations may issue both common and preferred stock, generally small corporations issue only common stock. 

Perhaps the most important right of owners of both common and preferred stock is to share in the profile earned by the corporation through the payment of dividends. A dividend is a distribution of earnings to the stockholders of a corporation. Other rights include receiving information about the corporation, voting on changes to the corporate charter, and attending the corporation's annual stockholder's meeting, where they may exercise their right to vote.

Because common stockholders usually live all over the nation, very few actually may attend a corporation's annual meeting. Instead, they vote by proxy. A proxy is a legal form listing issues to be decided at a stockholder's meeting and enabling stockholders to transfer their voting rights to some other individual or individuals. The stockholder can register a vote and transfer voting rights simply by signing and returning the form. Today, most corporations also allow stockholders to exercise their right to vote by proxy by accessing the internet or using a toll-free phone number. 

For more information please contact me as follows:

Allen T. May

cell: (214) 893-2623

email: allentmay@gmail.com

The Corporate Charter

By: Allen T. May, C.E.O. of Westwood Associates, LLC

When you decide to incorporate your business, several things need to be considered. For instance, will you be incorporating in your home state or in another state? An incorporated business is called a domestic corporation in the state in which it is incorporated. In  all other states where it does business, it it called a foreign corporation. For example, Sears Holdings Corporation, the parent company of Sears is incorporated in Delaware, where it is a domestic corporation. In the remaining 49 states, Sears is a foreign corporation. Sears must register in all states where it does business and also pay taxes and annual fees to each state. A corporation chartered by a foreign government and conducting business in the United States is an alien corporation. Sony Corporation is an example of an alien corporation.

Once a home state has been chosen, the incorporators submit "Articles of Incorporation" to the secretary of state. When the articles of incorporation are approved, they become a contract between a corporation and the state in which the state recognizes the formation of the artificial person that is the corporation. Usually, the articles of incorporation include the following information:

> The firm's name and address

> The incorporators' names and addresses

> The purpose of the corporation

> The maximum amount of stock and types of stock to be issued

> The rights and privileges of stockholders

> The length of time the corporation is to exist

To help you decide if the corporate form of organization is the right choice, you may want to review the material available on the Yahoo! Small Business Web site at http://smallbusiness.yahoo.com. Once at the site, click on Resources. In addition, before making a decision to organize your business as a corporation, you may want to consider two additional areas: stockholders' rights and the importance of the organization meeting. 

Westwood Associates, LLC will gladly work with you and your attorney in selecting the right business structure for you. While we advocate a limited liability company (LLC) as one of the best options for entrepreneurs, sometimes a c-corporation is the best structure. At the end of the day, many factors are to be considered when making such an importance decision. 

For additional information, you can reach me as follows:

Allen T May

Cell: (214) 893-2623

Email: allentmay@gmail.com

C-CORPORATIONS

By: Allen T. May, C.E.O. of Westwood Associates, LLC

Back in 1837, William Procter and James Gamble, two sole proprietors, formed a partnership called Procter & Gamble (P&G) and set out to compete with 14 other soap and candle makers in Cincinnati, Ohio. Then, in 1890, Procter & Gamble incorporated to raise additional capital for expansion that eventually allowed the company to become a global giant. Today, 4 billion times a day, Procter & Gamble brands touch the lives of people in 180 countries around the globe. Like many large corporations, P&G's market capitalization is greater than the gross domestic product of many countries.

While not all sole proprietorships and partnerships become corporations, there are reasons why business owners choose the corporate form of ownership. Perhaps the best definition of a corporation was given by Chief Justice John Marshall in a famous U.S. Supreme Court decision in 1819. A corporation, he said, "is an artificial person, invisible, intangible, and existing only in contemplation of the law." In other words, a corporation is an artificial person created by law, with most of the legal rights of a real person. These rights include:

* The right to start and operate a business

* The right to buy and sell property

* The right to borrow money

* The right to sue or be sued

* The right to enter into binding contracts

In the United States, the corporation is the stalwart business entity most commonly formed for the purpose of raising capital and limiting individual liability for its owners. The corporation is a legal separate "person" which may live on forever or be empowered to protect the shareholder from financial harm. Worth noting, since a corporation is a "person" then a real person, like you and I, are legally known as a "natural person" so its good policy to have a clear understanding of these two legal terms. As a "person" the c-corporation may own assets such as buildings, land, office equipment, etc. It can also sue and be sued just like a "natural person" and it can transfer its ownership easily, borrow money, mortgage its assets, and file for bankruptcy. The c-corporation has a board of directors and corporate officers which handle its daily operations and management. Its shareholders have the power to elect the board of directors at its shareholder meetings. 

Some of the general characteristics of a C-Corporation include:

> Continuity of Life: The C-Corporation may live forever without interruption by death of its shareholders, board members or officers. Consider companies such as Hershey's, Firestone, JP Morgan Chase, and Macy's. While its original founding members are no longer with us, the c-corporation they started remains here today. The corporation exists forever so long as corporate regulations are met. 

> Separate Entity: The C-Corporation is a separate legal entity to be a "fictitious legal" person. Moreover, it has easy transfer of ownership and assignment of equity. 

> Limited Liability: This has always been a HUGE plus for forming a corporation. Owners, a.k.a. shareholders, are insulated from debts and liabilities of the corporation by state law. Certain provisions, of course, must be met. Essentially, no shareholder, officer or director may be held liable for debts of the corporation unless the corporate law was breached. 

> Corporate Articles: This legal document must be filed with the Secretary of State to form the corporation. Please search this blog for "Corporate Articles" to learn more as I will cover this topic in great detail. 

> Capital Generation: The C-Corporation has the legal ability to borrow money, issue bonds, sell common and preferred stock, as well as enter into investment contracts. Moreover, it can mortgage assets, or enter into contracts for many other types of financing. 

> Centralized Management: Practical control of business is performed by officers at the direction of the board of directors. 

There are tax implications that must be considered when forming a C-Corporation. I urge all of my clients to seek out the advice of a CPA (certified public accountant) who specializes in corporate tax law. Its vital that you speak with a CPA who have the ability to articulate clearly to you the tax implications involved. Knowledge is power and every entrepreneur should get their head around the tax structure and its benefits before selecting a specific type of entity for their new venture. That said, with regards to a C-Corporation, consider the following:

> It will file annually on IRS Form 1120 and report earnings and taxable profit.

> It may be subject to estimated tax payments (quarterly). For additional information, please read IRS Publication 542, with can be found at their website http:www.irs.gov

> It MUST file for a "Federal Tax Identification Number" using IRS Form SS-4. This form can be completed online, for FREE. Simply Google "IRS Form SS-4" and you will find both the instructions to complete the form online as well as a pdf file to complete and submit. During normal business hours, the IRS computer system will automatically generate you an instant EIN number to use. 

> It must withhold and match employment taxes on any wages paid to its employees, and this includes directors and officers of the corporation. In this blog, I will cover in great detail information on federal employment taxes.

Unlike a real person, however, a corporation exists only on paper. There are approximately 6 million corporations in the United States, which comprise about 20% of all businesses, yet they account for 83% of all sales revenue. 

CORPORATE OWNERSHIP: The shares of ownership of a corporation are called stock. The people who own a corporation's stock - and thus own part of the corporation - are called stockholders. Once a corporation has been formed, it may sell its stock to individuals or other companies that want to invest in the corporation. It may also issue stock as a reward to key employees in return for certain services or as a return to investors in place of cash payments. Worth noting, a closed corporation is a corporation whose stock is owned by relatively few people and is not sold to the general public, whereas, an open corporation is one whose stock can be bought and sold by any individual. Examples of an open corporation include Google, Microsoft, American Express, and Procter & Gamble. 

Although you may think that incorporating a business guarantees success, it does not. There is no special magic about placing the word "incorporated" or the abbreviation "Inc" after the name of a business. Unfortunately, like sole proprietorships and partnerships, incorporated businesses can go broke. The decision to incorporate a business there fore should be made only after carefully considering whether the corporate form of ownership suits your needs better than the sole proprietorships or partnership forms. If you decide that the corporate form is the best form of organization for you, most experts recommend that you begin the incorporation process by consulting a lawyer to be sure that all legal requirements are met. While it may be possible to incorporate a business without legal help, it is well to keep in mind the old saying, "A man who acts as his own attorney has a fool for a client."

While these are some of the highlights of a C-Corporation, there is significantly must more information you should read before selecting this type of business entity. Please search my blog for additional information when needed. 

For additional information, you can reach me as follows:

Allen T May

Cell: (214) 893-2623

Email: allentmay@gmail.com