St. Louis Business Formation Lawyer
How To Decide Corporation Formation For Your Business in Missouri?
With the different types of entities available under Missouri law, it is important to know your legal options — including the benefits and negatives of the available entities. Many factors must be considered in deciding the type of company to form. There are for-profit entities and nonprofit entities. There are domestic and foreign entities, foreign generally meaning that the corporation was formed in another state, not another country. The most popular is a limited liability company. Corporations, also known as C-corps and corporations with a subchapter S election or S-corps, are much less common these days because of the additional formalities necessary to maintain liability protection, including annual or quarterly filings to the secretary of state. The subchapter S election eliminates the double taxation of a C-corp (being taxed at the corporate and individual stock owner levels), but limits the number of people who can own stock in the corporation to 100 and requires that all stock owners must be U.S. citizens.
Filing A Fictitious Name In Missouri
A fictitious name filing allows you to operate your business in a name different from the incorporated name. For example, your company is officially Bob’s Store LLC with the Missouri secretary of state. If you prefer to use the name Bob’s Store (without the LLC) or Corner Drug Store, you may be able to do so with a fictitious name filing. This filing may seem simple and low risk, but it is just the opposite. A fictitious name filing is where we see people unnecessarily opening themselves up to personal liability. In answering a simple question as part of the fictitious registration regarding who owns the fictitious name, we often see that an owner of a company uses his or her personal name rather than the company name. For example, Bob Smith, the owner of Bob’s Store LLC, lists Bob Smith as the owner of Corner Drug Store rather than Bob’s Store LLC. This seemingly small detail means you are holding yourself out to the world as the personal owner of the fictitious name with no corporation protecting your personal liability. Our business law attorneys in St. Louis can ensure that your existing filings have been done properly or correct where you are exposed to personal liability. If you have any concerns, please contact us today.
Before you can open a bank account in the company name or hire employees, you will need a federal employer identification number or FEIN. Our attorneys can assist in this process and keep you compliant with the IRS.