JGPC Attorneys and Paralegals have incorporated thousands of corporations for our clients.

Before the formation of a corporation, we assist business start ups with pre-formation planning, business plan review, tax planning, choice of entity analysis, intellectual property protection, entity formation, creation of a capital structure, equipment financing and leasing, raising capital, federal and state securities compliance, executive compensation structuring, buy-sell agreements and shareholder agreements and service and purchase contracts.

We provide services covering all areas of corporation law, including:

Pre-Incorporation

We provide complete pre-incorporation services, including:

  • Review & analysis of business plans
  • Review & analysis of financial models
  • Introduction to sources of funding
  • Introduction to service providers
  • Franchise circular review and analysis in franchise law situations
  • Assisting the client with compliance with federal and state security laws
  • Assisting with private offering memorandum & subscription agreements
  • Helping the client preserve Reg D and other private offering exemptions
Pre-Incorporation Intellectual Property Protection

Pre-incorporation intellectual property protection services include:

  • Use of non-disclosure agreements (NDAs)
  • Trademark, trade name & copyright protection
  • Pre-formation IP assignment & protection
  • Patent & other IP licensing arrangements
  • Post-formation trade secret and IP protection
  • Dealing with non-compete and trade secret protection issues
  • Assignment and protection of intellectual property
Incorporation

Incorporation services include:

  • Determining the appropriate state of incorporation
  • Assisting in the choice of a corporate name and reservation of the name
  • Creation of articles of incorporation structured to fit the business plan
  • Hand delivery filing of properly drafted articles of incorporation
  • Obtaining EIN and state identification numbers if appropriate
  • Filing state forms as required, including securities forms
  • Creation of an appropriate set of bylaws & organizational documents
  • Tax analysis including Subchapter S tax election where appropriate
  • Filing of “S” election forms when required
  • Evaluating choices for capitalizing the company
  • Determining appropriate debt and equity options and ratios
  • Creating complex share and security structures when appropriate
  • Creating multiple classes of stock, warrants and options
    and convertible debt instruments where required
  • Drafting employment and independent contractor agreements when required
  • Drafting right of first refusal agreements when required
  • Drafting founder and shareholder agreements and protections
  • Drafting intellectual property protection agreements when required
  • Issuing founders stock with appropriate restrictions & disclosures
  • Providing assistance and documents for opening bank accounts
  • Transfer of business assets to the corporation when incorporating an existing business
Post-Incorporation

Post-incorporation services include:

  • Assisting with angel financing, strategic investment & venture capital financing
  • Drafting Equipment financing and joint development arrangements
  • Assisting with joint venture and strategic partner structuring
  • Drafting documents to provide “cheap stock” for service providers
  • Drafting shareholder buy-sell and related agreements
  • Creating executive compensation plans
  • Creating equity participation documents and plans
  • Drafting employment agreements & employee handbooks
  • Analysis of employee & independent contractor issues
  • Creating restricted stock, stock option and other equity plans
  • Qualifying the corporation in a sister state when required
Corporate Maintenance and Compliance

Corporate maintenance and compliance services include:

  • Calendaring and providing reminders to the client for annual shareholder & director meetings or actions by written consent
  • Providing the client with assistance in complying with the state requirements for annual meetings or actions by written consent and other documents
  • Drafting annual or special meeting minutes or actions by written consent for directors and shareholders
  • Providing assistance in the preparation and filing of statements of information and other filings

JGPC attorneys and paralegals provide assistance with ongoing corporation maintenance and compliance with corporation formalities for those clients who chose to use the JGPC corporate maintenance programs.

JGPC can also assist with the formation of non-profit entities and the preparation and filing of federal and state tax exempt applications for non-profit entities.

For help involving corporation law and incorporation please contact:

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