Frequently Asked Questions

Should I form an LLC or corporation for my business?

LLCs offer operational flexibility while corporations provide better options for raising capital and employee incentives.

  • LLCs have simpler tax reporting and management structure
  • Corporations allow stock options and easier investor participation
  • S-Corps provide tax advantages for profitable small businesses
  • C-Corps better for businesses seeking outside investment
  • Choice depends on growth plans and ownership structure

What is a buy-sell agreement?

A buy-sell agreement governs current business ownership and controls what happens to business ownership when an owner leaves, retires, or dies. It can also assist in resolving disputes among owners.

  • Essential for any multi-owner business
  • Sets valuation method for ownership interests
  • Requires or allows buyout in specific situations
  • Prevents unwanted outside ownership
  • Provides funding through insurance and payment terms

What is business succession planning?

Business succession planning prepares for ownership transfer to family members, employees, or third-party buyers.

  • Assists in identifying and developing successor leadership
  • Structures tax-efficient ownership transfers
  • Creates timeline for gradual transition
  • Addresses valuation and financing issues
  • Helps ensure business continuity and family harmony

Do I need operating agreements, bylaws or other agreements between owners?

Yes, operating agreements for LLCs, bylaws for corporations, and other agreements between owners or any entity help prevent and resolve disputes and provide operational structure.

  • Essential for entity protection and operation
  • Defines each owner’s rights and responsibilities
  • Establishes management structure and voting procedures
  • Governs ownership and limits transferability of ownership interests, so the owners know who their co-owners will be in the future
  • Sets rules for adding or removing owners
  • Provides for dispute resolution

What are phantom stock plans?

Phantom stock plans reward valued employees with cash bonuses tied to business value increases without giving actual stock or LLC ownership.

  • Provides ownership-like incentives without diluting control
  • Allows for cash bonuses based on company value growth
  • Avoids legal complications of actual stock
  • Retains employees through vesting schedules
  • Tax-deductible for the business when payments are made

How do I buy or sell a business in Oregon?

Business transactions require contract negotiation, due diligence, and proper legal documentation to protect all parties.

  • Attorney guidance prevents costly mistakes and disputes
  • Financial and legal due diligence reveals potential issues
  • Careful drafting of the purchase agreement governing the transaction protects all parties

What ongoing legal services do businesses need?

Businesses often need ongoing review of contracts, entity maintenance, and strategic planning as they grow and evolve.

  • Annual corporate minutes
  • Regular review of ownership and succession plans
  • Contract development for customers, suppliers, and others
  • Acquisition opportunities and expansion planning