Business Formation
Form it right the first time, or pay to fix it later
The entity you pick in week one decides your tax treatment, your personal exposure, and how easy it will be to bring on a partner or sell in ten years. Most founders make that call on a filing service website. Make it with an attorney who has sat on a board and read the loan covenants.
Business Formation
What forming it properly actually involves
When people start a company, funding and location get all the attention. The legal architecture gets a checkbox on a filing website. Then two years in, a partner walks, an investor asks for a cap table, or a lender asks for the operating agreement, and the shortcuts surface all at once.
For more than thirty years I have guided San Diego County entrepreneurs through entity selection and formation. I came to this work from inside business, not just from a law library. I served as in house counsel and director of strategic planning at a major financial institution, and I ran a real estate development company as its president. I know which structures lenders question, which ones investors expect, and which ones create tax problems nobody notices until the return is due.
That background changes the conversation. Instead of asking which form you want filed, I ask where you want the business to be in five years, who else will hold equity, whether you plan to raise capital, and what assets you personally cannot afford to lose. The entity follows from those answers.
Scope of Work
Entities I help San Diego owners select and form
- Limited liability company, single member and multi member
- S corporation election and qualification
- C corporation for venture and equity plans
- General partnership and limited partnership
- Nonprofit and charitable corporation
- Joint venture and strategic partnership structures
- Professional corporations for licensed practitioners
- Series and holding structures for multiple properties
What I Watch For
Formation is more than a filing
A certificate from the Secretary of State is the easy part. What protects you is everything that comes after it, and it is exactly what founders skip.
- Articles of organization or incorporation drafted and filed with the California Secretary of State
- Employer Identification Number obtained for the company
- Operating agreements and bylaws written for how your business actually runs
- Shareholder agreements, buy sell provisions, and transfer restrictions
- Stock option, employment, and executive compensation agreements
- Statement of Information and initial compliance filings
- Foreign entity registration to do business in California
- Private placement memoranda when you are raising capital
- Dissolution and winding up when it is time to close a chapter
How It Works
From first call to finished file
No mystery about what happens next or what it costs. Here is the sequence.
The free consultation
Tell me what you are building, who is involved, and what you own. No charge, no obligation, and no sales script. If you do not need a lawyer yet, I will tell you that.
Structure recommendation
I lay out the realistic entity options with the tax and liability tradeoffs of each, and I work directly with your CPA so the legal and tax sides agree before anything is filed.
Documents drafted and filed
Formation documents go to the Secretary of State, your EIN is obtained, and your internal agreements are drafted around how your business will actually operate.
A relationship that continues
Formation is the beginning. Most clients call me again for their first big contract, their first lease, and eventually their exit. That continuity is the point of a small firm.
Should I form an LLC or an S corporation in California?
Can I just use an online filing service?
How long does business formation take in San Diego?
What does a business formation attorney cost?
Do I need a separate entity for each property or business line?
Free Consultation
Get the structure right before the money moves
A free consultation costs you an hour and can save you years of cleanup. Bring your questions about entity type, ownership splits, and liability, and leave with a clear recommendation.
- No charge and no obligation for the first conversation
- Direct coordination with your CPA on tax treatment
- Flat fee quoted up front on most formations
- The attorney you meet is the attorney who files your documents
2366 Front Street, San Diego, CA 92101-1414
Monday to Friday, 9:00 am to 5:00 pm
Start your San Diego entity the right way
Tell me what you are building. I will reply with the entity options that fit and what each one will cost you in tax and exposure.
Your details go straight to Donald Schiffer. Most inquiries receive a reply the same business day. Prefer to talk now? Call (619) 699-4860.
Related Services
Other ways this office can help
Most matters touch more than one area. One attorney handling all of them keeps things from falling between the cracks.
Business Transactions
Buying, selling, or merging a San Diego company. Diligence, deal structure, and closing documents handled by the attorney you actually hired.
Explore This Service
Contracts
Agreements drafted to be enforced, not just signed. Vendor, employment, licensing, and distribution contracts that hold up when money is on the line.
Explore This ServiceSan Diego County
Local counsel, on the ground where you do business
My office sits at 2366 Front Street in downtown San Diego, minutes from the county recorder, the courts, and most of the lenders and title companies my clients use. That proximity is not a marketing line. It means documents get signed, recorded, and closed without a week of shipping delays.
Communities Served
Each community has its own page covering the local commercial corridors and the issues that come up there most often.