Corporate Formation Attorneys for Your New Business

Choosing the appropriate business entity, filing the proper formation documents and developing bylaws, operating, and other similar agreements are only the first steps in forming a business. At Jacko Law Group, PC (“JLG”), our corporate formation attorneys can oversee all of your business needs, whether you are forming a limited liability company (LLC), limited partnership (LP), or corporation.

JLG provides corporate investment adviser formation services and support that startup companies need to form a successful business. We provide ongoing corporate services and represent companies throughout California, nationwide and internationally.

Some of the specific areas that JLG addresses with clients interested in forming or maintaining a corporate entity include:

    • Drafting and filing formation documents, including business name and statement of information (where applicable)
    • Obtaining a tax identification number
    • Drafting applicable partnership agreements, operating agreements, or bylaws
    • Drafting shareholding agreements
    • Filing blue sky notices as applicable
    • Maintaining books and records throughout the formation process and for the lifetime of the business
    • Acting as a registered agent for entities formed in California

Our law firm also provides ongoing legal services to businesses after the formation process is complete. Our in-house attorneys will conduct an analysis of your business to spot risk management and legal issues before they become problems. We also provide as-needed updates and amendments to corporate documents, and help you file your annual updates.

Determining Corporate Entity: Liability Considerations

How do you protect yourself and your family from liability if your new business faces litigation? How do you separate your personal life from business transactions? The entity you choose for your business will determine your individual liability for business dealings and tax liability in the years to come.

Our corporate law attorneys advise clients about entity choice, including partnerships, LLCs, professional limited liability companies (PLLCs), S corporations, C corporations and more. We recommend that you also speak to your tax accountant for guidance about how each entity affects your tax liability. Whether you are considering forming your own company or expanding your current options, JLG can help.

Strategic Counsel for New Business Models

    • Corporate structure & governance
    • Registration as an investment adviser or broker-dealer
    • Regulatory filings required for the business
    • Employment transitions & licensing
    • Development and review of business plans
    • Entity for business formation (LLC, S corp, etc.)
    • Review & analysis of current employment contracts & agreements
    • Guidance on marketing to former clients and safeguarding proprietary information
    • Creation of client documents
    • Drafting of client disclosure documents
    • Counsel on state & federal laws, rules, regulations and requirements
    • Transition steps for moving client accounts to the new entity

Considerations for RIAs, Private Fund Advisors, Broker-Dealers & More

Private Fund Advisers

A private fund adviser must take into account many variables when forming their entity. These variables may include how much money will be managed, whether the firm will manage futures or other commodity interests, who will be the initial investors in the entity, and what are the terms for investment.

JLG can provide the following private fund counsel services:

    • Completing corporate formations in Delaware, California & elsewhere
    • Completing registrations with the SEC, state, or as an Exempt Reporting Adviser (ERA)
    • Registering with the NFA as a Commodity Trading Adviser/Commodity Pool Operator
    • Providing counsel regarding venture capital
    • Offering guidance on contingencies for important events such as future valuation, put/call provisions, death, disability, withdrawal, or termination of a principal
    • Discussing important regulatory compliance considerations for the firm's infrastructure & compliance program

Broker-Dealer Formation

There are many moving parts that must come together as part of the broker-dealer formation process: choosing the right business entity, creating the new membership application (NMA) form, developing effective compliance programs, drafting written supervisory procedures, preparing for the FINRA interview and ensuring that there is enough net capital, to name a few.

Our broker-dealer formation services provides comprehensive services, including:

    • Corporate formation (LLCs, S corps, etc.)
    • SEC & FINRA application processes
    • Assistance in completion of all registration documents, including Form BD, Form NMA, business plan & submission of supporting documents
    • Development of written supervisory procedures (WSPs) and necessary brokerage forms and agreements
    • Transition processes for moving from one broker-dealer to another
    • Assistance with FINRA rules 3110, 3120 & 3130 requirements (CEO certification)
    • Mock regulatory exams (including branch office locations)
    • Anti-Money Laundering (AML) programs
    • Regulation S-P (privacy policies)
    • Customer complaint responses
    • Guidance on supervision and surveillance solutions
    • Licensing & registration of entities and personnel
    • Broker-dealer advertising & sales literature reviews
    • Business continuity & disaster recovery plans (BCP and DRP)
    • Cybersecurity program development counsel on broker-dealer sales transactions & practices
    • Guidance on the latest regulatory & compliance rule releases & interpretations

JLG works closely with you from the beginning to thoroughly understand your business and your unique goals and challenges. Once this information is obtained, we create a project calendar detailing the projects that must be completed for the membership application, the estimated amount of time for completing each task and the JLG team members who will be involved in the formation process. Throughout the project, we maintain an open and ongoing dialog both with our clients and with the regulatory agencies involved.

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