The definitive guide to incorporating for small business owners and entrepreneurs

• Should I incorporate my business?

• Which form of corporation will best help me achieve long-term business goals?

• What legal liabilities do I assume when I incorporate?

• How do I take full advantage of corporate tax regulations?

Get detailed answers to these and all your other questions about incorporating your business in How to Incorporate, Fifth Edition. Attorney Michael Diamond weighs the pros and cons of incorporating, helps you choose the form of corporation that's best for you, and helps you structure your corporation for maximum legal, tax, and business advantage.

This edition covers all the latest changes in corporation and partnership laws and includes up-to-the-minute information, advice, and guidance on every topic of concern to business owners dealing with the issues and difficulties of incorporating. You'll find up-to-the-minute information on:

• When to form a standard corporation and when to go with an alternative, such as Subchapter S, partnerships, limited liability corporations, and proprietorships

• How to make statutory requirements work to your advantage

• Executive compensation and how to take tax-free benefits out of your corporation

• How to handle special agreements, securities laws, forms of incorporation, stockholders, dividends, and more

• How to complete IRS forms, take minutes, create bylaws, and post notices of meetings

• How to use incorporation forms for many different states as well as forms for general use based on the Model Business Corporation Act

Lays out the legal prerequisites to corporate existence, the choices the organizers of a corporation must make, and the practical implications of those choices. Numerous sample forms are provided in the appendices. The fourth edition reflects changes in the laws regarding corporations.
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MICHAEL R. DIAMOND is an attorney and Senior Academic and Policy Fellow and Director of the Housing and Community Development Clinic at the Georgetown University Law Center where he teaches corporations. He has also been a practicing attorney in the corporate world with the law firm of O’Toole, Rothwell, Nassau and Steinbach.

JULIE L. WILLIAMS is Chief Counsel to the Office of the Comptroller of Currency.

1. Introduction.

2. The Corporation.

3. Choice of Form.

4. Preincorporation Activities and incorporation.

5. Financial Structure.

6. Dividends.

7. Considerations of Corporate Control.

8. Articles of Incorporation.

9. BYLAWS.

10. Corporate Operations.

11. Limited Liability Companies.

12. Taxes.

13. Subchapters and Other Tax Options for a Small Business.

14. Taking Funds From the Corporation.

15. Executive Compensation.

16. Securities.

Index.