Corporate Formation Lawyer in Gloucester County, NJ

Choosing how to structure a new business is one of an owner’s first legal decisions, and it affects taxes, personal liability, and the company’s ability to grow. At Puff, Sierzega & MacFeeters Law Offices, our business law attorneys help entrepreneurs in Woodbury, Deptford, Washington Township, and throughout Gloucester County form corporations and choose the business structure that fits their goals.

Choosing the Right Business Structure

New Jersey business owners can choose from several entity types. Common options include:

• Sole proprietorships and general partnerships, which require little paperwork but offer no protection from personal liability
• Limited liability companies (LLCs), which provide liability protection and flexible management
• Corporations, which have a formal structure of shareholders, directors, and officers
• Professional corporations, which are available to licensed professionals such as doctors, accountants, and lawyers

The right choice depends on your plans for ownership, investment, taxes, and growth. A business that plans to raise outside capital or issue stock to employees may benefit from a corporation, while a small company with a few owners may prefer an LLC.

How to Form a Corporation in New Jersey

The New Jersey Business Corporation Act governs corporations in New Jersey. The formation process generally includes:

• Choosing an available business name that meets state requirements
• Filing a Certificate of Incorporation with the New Jersey Division of Revenue and Enterprise Services
• Appointing a registered agent with a New Jersey address
• Adopting bylaws that govern how the corporation operates
• Electing directors, appointing officers, and issuing shares
• Obtaining a federal employer identification number (EIN) and registering for state taxes

After formation, New Jersey corporations must file an annual report with the state. A corporation that fails to file annual reports for two consecutive years may have its charter revoked.

Tax Considerations

A corporation is taxed as a C corporation unless it qualifies for and elects S corporation status. A C corporation pays tax at the corporate level, while an S corporation generally passes income through to its shareholders. Eligibility rules for S corporation status limit the number and type of shareholders, so this decision should be made with input from your accountant and attorney.

Protecting Limited Liability After Formation

Forming a corporation is only the first step. To keep personal assets separate from business liabilities, the corporation must follow corporate formalities. That includes holding required meetings, keeping minutes, maintaining separate bank accounts, and documenting major decisions. When owners ignore these steps, a court may disregard the corporate form and hold them personally responsible for business debts.

Planning for Multiple Owners

When a corporation has more than one shareholder, a shareholders’ agreement can prevent future conflict. It can address who may buy shares, what happens when a shareholder leaves or dies, and how disagreements will be resolved. Our attorneys also represent business owners in shareholder disputes.

Starting a Business in Gloucester County

Gloucester County’s growing communities attract new businesses every year, from the retail corridor near Deptford Mall to the warehouse and logistics hubs in Logan Township and Swedesboro. Local entrepreneurs can also find resources through the Gloucester County Chamber of Commerce and the New Jersey Small Business Development Center at Rowan University in Glassboro. If an LLC is a better fit for your business, our LLC formation attorneys can guide you through that process instead.

Talk to a Gloucester County Corporate Formation Lawyer

Our firm has helped Gloucester County business owners start and protect their companies since 1978. Call 856-845-0011 today or contact us online to schedule a consultation with our team.