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Business Formation and Succession

Virginia Business Formation & Succession Attorneys

Also Serving Washington, D.C.

Business law entails advising the client on the creation, management and eventual sale or succession of a business. The law firm of J.S. Burton, P.L.C. assists entrepreneurs by forming the proper corporate entity to achieve their dreams. 

Our firm represents small to medium sized businesses with: 

  • Asset purchases
    Stock company sales
  • Employment and consulting arrangements
  • Buy-sell contracts
  • Shareholder agreements

Legal Steps to Start Your Business in Virginia

The legal requirements for starting a business in Virginia include:

  • Business Entity Selection: Choose the appropriate legal structure for your business, such as sole proprietorship, partnership, limited liability company (LLC), or corporation. Each structure has different legal obligations and benefits.
  • Business Name Registration: Select a unique name for your business and register it with the Virginia State Corporation Commission (SCC) to ensure its availability and compliance with state regulations.
  • Obtain Necessary Licenses and Permits: Depending on the nature of your business, you may need specific licenses or permits. Contact Virginia Business One Stop or visit their website to determine the required licenses and permits for your industry.
  • Federal Employer Identification Number (EIN): If your business has employees or operates as a corporation or partnership, you will need to obtain an EIN from the Internal Revenue Service (IRS) for tax purposes.
  • Register for State Taxes: Register with the Virginia Department of Taxation to fulfill your state tax obligations, such as sales tax, income tax, and employer withholding taxes.
  • Business Insurance: Consider obtaining appropriate insurance coverage for your business, such as general liability insurance, professional liability insurance, or workers' compensation insurance.
  • Compliance with Employment Laws: Understand and comply with federal and state employment laws, including regulations related to minimum wage, overtime, workplace safety, and anti-discrimination laws.
  • Local Regulations: Check with the local county or city government for any additional permits, zoning restrictions, or local business requirements that may apply.

It is essential to consult with a business attorney to ensure compliance with all legal requirements and regulations specific to your business.

Comprehensive Business Creation and Succession Planning

Business Creation and Succession Planning Involves Balancing the Business Needs of the Present While Focusing on Effective Wealth Transfer By:

  • Creating a Business Entity that is Uniquely Tailored to the Client's Goals and Dreams
    • Creation of Limited Liability Companies (LLCs)
    • Corporations (S Corps and C Corps)
    • Non-profit Corporations and Foundations
    • Partnerships
    • Limited Family Partnerships 
  • Analyzing Business and Estate Planning Data in Conjunction with Other Advisors
  • Developing Business Tax Strategies
  • Ensure Successful Implementation of the Final Plan
  • Business Equity Stripping & Re-Organization

Asset Protection Strategies for Virginia Businesses

In today's litigious world, you've never faced greater threat from predators who will try to use the legal system to deprive you of your life's work. These legal battles can be devastating and, even if you prevail, can cost you everything you've taken a lifetime to build. J.S. Burton can help with strategies for safeguarding your business assets.

Maximize Asset Protection with Business Trusts

Holding real estate in a business trust can provide optimal asset protection for multiple properties under ONE document. Generally, the document is comprised of separate and distinct "series" or "classes" of ownership interests. Each series is like a sub-trust within the trust and each holds the separate assets and liabilities assigned to that series. The key advantage of this structure is that liability is "quarantined" from the assets in the other series and from the trust as a whole. This means that any claims that arise from the ownership of an individual property (e.g. a tenant suing you as the landlord) cannot normally be satisfied from assets outside that series. Properly structured, a single legal entity holds multiple properties, each protected from liability as though each property were held in its own, individual legal entity. The Business Trust essentially does away with the need to form numerous limited liability companies to protect more than one piece of real estate.

Creating Effective Buy-Sell Agreements for Business Continuity

A “buy-sell” agreement is perhaps the most important document in outlining the relative roles and rights of business partners, ensuring smooth relations over a long period of time and attempting to maximize long term personal and business planning strategies. A buy-sell agreement is a contracted agreement between the owners of the business, intended to protect the business, which outlines the measures to be taken in the event that one of them dies or there are other changes or desired changes in ownership of the business.

Buy-sell agreements are frequently discussed in the context of a corporation. However, they are as equally important and applicable to other forms of business enterprises such as limited liability companies and partnerships.

LLC Creation in Virginia Beach: Navigating Local Business Requirements

Starting an LLC in Virginia Beach comes with its unique set of challenges and opportunities. As a vibrant coastal city, Virginia Beach offers a thriving business environment, but also requires adherence to specific local regulations. Understanding these local nuances is crucial for your business success.

When forming an LLC in Virginia Beach, it's essential to register your business with the Virginia State Corporation Commission (SCC) and ensure compliance with local zoning laws and business permits. The Virginia Beach Department of Economic Development provides valuable resources and guidance for new businesses, helping you navigate the local landscape.

One common pain point for entrepreneurs in Virginia Beach is understanding the local tax obligations. Registering with the Virginia Department of Taxation is a must, but you also need to be aware of local taxes, such as the Business, Professional, and Occupational License (BPOL) tax, which is specific to Virginia Beach. This tax can impact your business's bottom line, so proper planning and consultation with a business attorney are advisable.

Another critical aspect is securing the necessary business insurance. Given Virginia Beach's coastal location, businesses may need additional coverage for natural disasters like hurricanes. General liability insurance, professional liability insurance, and workers' compensation insurance are essential to protect your business from unforeseen events.

At J. S. Burton, P.L.C., we understand the intricacies of starting and running a business in Virginia Beach. Our team is well-versed in local regulations and can help you navigate the complexities of LLC creation, ensuring your business is set up for success. Whether you're dealing with local zoning laws, tax obligations, or insurance requirements, we are here to guide you every step of the way. 

The law firm of J.S. Burton, P.L.C. assists entrepreneurs by forming the proper corporate entity to achieve their dreams.  Get Started with Your LLC Today – Contact Us!

Limited Liability Companies

A Limited Liability Company is an entity formed by one or more persons for a business purpose. Tax-advantaged status and liabilityprotection are the hallmarks of this legal tool.  Additionally, LLC's are well suited to hold and protect real estate.

Contact the Virginia Beach, Virginia, law firm for comprehensive legal assistance with your business law matter.  

J.S. Burton has extensive legal and consulting experience. Below are just some examples of the work the firm has engaged in:

  • Created and advised on a start-up company that provides networking and I. T. services for a major tourist destination;
  • Represented a medium sized, local optometrist and ophthalmologist corporation concerning asset purchase, consulting, and buy-sell agreements;
  • Handled the sale of three national ice cream franchises situated in the Hampton Roads area;
  • Counseled the seller of a major audiology company involving the sale and transfer of stock to a new owner and shareholder;
  • Advised the buyer and structured the purchase of two nationally known restaurant franchises;
  • Successfully represented the structured sale of a long-standing construction company from one shareholder to another;
  • Formed a limited liability company and related employment agreements for a national uniform supply corporation;
    Represented a national advertising and public relations firm on various restructuring matters;
  • Obtained a protected legal trademark for a logo used by a clothing company which has current contracts with various national surf shop outlets and professional athletes. 

Contact the attorneys of J.S. Burton, P.L.C. at (888) 885-9001 for a consultation today.

Commonly Asked Questions

What are the benefits of forming an LLC in Virginia?

Forming an LLC in Virginia offers several benefits, including limited liability protection, which shields personal assets from business debts and claims. It also provides flexibility in management and profit distribution, potential tax advantages, and credibility with customers and suppliers. Additionally, Virginia's business-friendly environment makes it an attractive location for entrepreneurs to establish their LLCs.

How do I register a business name in Virginia?

To register a business name in Virginia, you must first ensure the name is unique and not already in use. Then, you can register the name with the Virginia State Corporation Commission (SCC) either online or by filing the appropriate paperwork. This process will confirm the name's availability and compliance with state regulations.

What is the importance of a buy-sell agreement for business continuity in Virginia?

A buy-sell agreement is crucial for business continuity in Virginia as it outlines the process for handling changes in ownership, such as when an owner dies or wishes to sell their interest. It helps prevent disputes among owners and ensures the business operates smoothly during transitions, protecting the business's long-term interests.

Opinions That Matter Most

Read What Our Former Clients Have to Say
    "An excellent estate planning attorney"
    Mr. Burton, Esq. is an excellent estate planning attorney and I recommend him with a 5 star rating. He is patient and answers all questions. His organization of the plan that he provided was in a binder and very complete.
    - Jeffrey S.
    "Very professional, friendly, thoughtful, and highly knowledgeable, Fallon expedited preparation and delivery of my documents. Overall, this was an awesome experience"

    I just had a great experience with this firm in preparing my estate planning documents. I needed to update some wishes and also ensure everything is in line for the state of Virginia, as I moved here from Pennsylvania. I worked with Fallon Francesca Whi

    - Wendy V.
    "I would highly recommend him."
    I have met with Mr Burton several times and always found him to be professional and personable
    - Bonnie T.
    "Highly recommended for estate planning"
    We were heard and guided to do the best for our families needs
    - Fred S.
    "Friendly and personable service."
    J S Burton, PLC has helped with my estate planning. All aspects of my trust are clearly defined in an easy-to-understand folder. They coordinated with my financial planner seamlessly. The staff is friendly and personable. I highly endorse J S Burton.
    - Elizabeth M.
    "Thorough, responsive, and knowledgeable. I highly recommend this firm!"
    Thorough, responsive, and knowledgeable. I highly recommend this firm!
    - Krystin R.
    "Truly impressive and caring."
    J S Burton, PLC has been our family's trusted estate planner for over 20 years. Their professionalism, knowledge, and dedication are unmatched. They guide us through complex decisions with ease and clarity, always with a personal approach.
    - Ryan D.
    "Highly skilled and compassionate."
    J S Burton, PLC is an excellent estate planning firm—highly skilled, knowledgeable, and experienced. They listened with great kindness, compassion, and courtesy. All questions were answered, and a perfect estate plan was created. Very happy!
    - Kathy R.

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    FAQs

    • What is business law?

      Business law encompasses the many rules, statutes, codes, and regulations that are established which govern commercial relationships and provide a legal framework within which businesses may be conducted and managed. Business law is highly diverse and includes areas such as:

      • business formation and organization
      • transactional business law (contracts) 
      • business planning
      • business negotiations
      • mergers and acquisition
      • divestitures
    • What factors should be considered in choosing the type of business form for my business?
      Although there are many important things to think about when choosing a business form, some of the main considerations include your preference of tax treatment, how you intend to capitalize the business, whether you plan to issue stock and trade it publicly, how you intend to structure the management of your business, and issues surrounding the liability of the business owners, among other things. It is very important to plan your business and to work closely with someone who can help you choose the business form that will meet your needs.
    • What is the difference between a subchapter C and S corporation?

      The Internal Revenue Code allows for two different levels of corporate tax treatment. Subchapters C and S of the Code define the rules for applying corporate taxes.

      Subchapter C corporations include most large, publicly-held businesses. These corporations face double taxation on their profits if they pay dividends: C corporations file their own tax returns and pay taxes on profits before paying dividends to shareholders, which are subsequently taxed on the shareholders' individual returns.

      Subchapter S corporations meet certain requirements that allow the business to insulate shareholders from corporate debts but avoid the double taxation imposed by subchapter C. In order to qualify for subchapter S treatment, corporations must meet the following criteria:

      • Must be domestic
      • Must not be affiliated with a larger corporate group
      • Must have no more than one hundred shareholders
      • Must have only one class of stock
      • Must not have any corporate or partnership shareholders
      • Must not have any nonresident alien shareholders.

      Additionally, after a business is incorporated, all shareholders must agree to subchapter S treatment prior to electing that option with the Internal Revenue Service.

    • What does it mean to “pierce the corporate veil?”

      Sometimes, courts will allow plaintiffs and creditors to receive compensation from corporate officers, directors, or shareholders for damages rather than limiting recovery to corporate assets. This procedure bypasses the usual corporate immunity for organizational wrongdoing, and may be imposed in a variety of situations. The specific criteria for piercing the corporate veil vary somewhat from state to state and may include the following:

      • Courts may not allow owners to benefit from a corporation’s limited liability if the underlying business is indistinguishable from its owners.
      • If a corporation is formed for fraudulent purposes.
      • Courts may impose liability on the individuals controlling the business if a business fails to follow certain corporate formalities in areas such as record-keeping.