At the firm of Abendroth and Russell, P.C., our attorneys have extensive experience in small business planning and formation. Contact our business law experts for assistance.
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Partnership
A partnership is the simplest form of business association. It is easy to form and operate – often, no more than a simple agreement is necessary. The drawback is that the individual partners are personally liable for the acts of the partnership.
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Registered Limited Liability Partnership
Unlike a general partnership, a limited liability partnership (LLP) must be registered with the Secretary of State. The partnership agreement sets out the involvement of each partner and the extent to which each partner can act on behalf of the partnership.
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Limited Partnership
A limited partnership is an association of two or more individuals, some of whom are “general partners” and some of whom are “limited partners.” Organized under Iowa Code §487, a limited partnership (LP) must register with the Secretary of State. An LP is useful when there is one partner who will contribute services to the business and one (or more) who will only contribute capital.
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Limited Liability Company
A limited liability company (LC or LLC) is a hybrid between a partnership and a corporation. However, unlike a partnership, an LLC is a separate entity with the power to transact company business, enter into contracts, and sue or be sued. The individual members of a limited liability company are thus shielded from liability.
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Subchapter-S Corporation
An S-corporation is a small, closely-held entity. It can have a maximum number of shareholders and only one class of stock. The “S” status must be specifically elected, although the corporation can later convert to a C-corporation. An S-corporation is appropriate in a small business setting where the business anticipates long-term operation, but where the individual members do not want to take advantage of preferential tax treatment or long-range benefit planning.
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“C” Corporation
A “C” corporation (or “corporation”) can be privately held or its stock can be traded on public markets. A corporation is characterized by long-term existence and centralized management. The individual shareholders are protected from personal liability because the corporation is a legal entity. The individual shareholders can also sell their shares and thus transfer their interests. A corporation is the best vehicle for a long-term project with many employees.
Our attorneys can also assist you in planning for the long-term health of your business, with such strategies as:
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Retirement benefits such as pensions or profit-sharing plans
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401(k) and 403(b) contribution plans
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SEP (Simplified Employee Pension) plans (also known as “Super IRAs)
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Keogh (HR-10) Plans, Individual Retirement Accounts, and Roth IRAs
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Key man insurance
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Long-term disability insurance
Contact the law office of Abendroth and Russell, P.C. for an initial consultation to discuss your legal needs. We serve clients in central Iowa, including Des Moines, West Des Moines, Urbandale, Clive, Windsor Heights, Johnston, Waukee, Ankeny, Altoona, Pleasant Hill, Grimes, Norwalk, Indianola, and Adel; and the counties of Polk, Warren, Madison, Dallas, Story, and Marshall. We provide state-wide legal services to protect creditors’ rights in collection proceedings for Iowa businesses and for national companies doing business throughout Iowa.
Abendroth and Russell, P.C.
2536 - 73rd Street
Des Moines, Iowa 50322
Telephone (515) 278-0623 | Fax (515) 276-1563
