Company Formation

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Items with a * are required/mandatory fields.
1. Select the TYPE of ENTITY to be formed:
See below A though H for a discussion of the types of entities
A. Sole Proprietor
Business has a single owner.

B. Partnership
A business association of two or more persons to conduct a business formed under any other statute.
Involves two or more people who agree to share in the profits or losses of the business. Profits or losses are "passed through" to partners to report on their individual income tax returns.

C. LP (Limited Partnership)
A limited partnership is a partnership formed by two or more persons under the laws of Michigan and having one or more general partners and one or more limited partners. The general partners are liable for all the debts and obligations of the firm, while limited partners are responsible only for the debts and obligations of the amount that they contributed. A limited partnership must have at least one general partner and one limited partner. One person may not form a limited partnership by being designated as the only limited and general partner.

D. LLP (Limited Liability Partnership)
A partnership that provides the owners protection form personal liability for the obligations of the partnership arising out of the acts and omissions of other partners.
One or more general partners manage the business while limited partners contribute capital and share in the profits but take no part in managing the business. This structure encourages investment without risk beyond the capital contributed.

E. LLC (Limited Liability Company)
An LLC is a business formed by an organizer who may, but need not be a member. It is a business entity separate from its members and liability is limited to the financial contribution made by the member. The members are the owners of the company. The management of the company is carried out by its members, unless the Articles of Organization provide for management by managers. Governance is set forth by the Articles of Organization or operating agreement.

F. PLLC (Professional Limited Liability Company
A PLLC, as the name implies, is a company made up of licensed persons who have been legally authorized to provide a professional service. PLLCs must consist of at least one member who is licensed in each professional service being offered. If there is more than one member, they must all be licensed to provide the services of the company.
Those professions which must form as a professional service limited liability company are dentists, osteopathic physicians, physicians, surgeons, doctors of divinity or other clergy and attorneys at law.

G. S Corp (Subchapter S Corporation)
A S. Corp. is a corporation organized under state law selecting subchapter S status. S Corp status may be elected after a corporation is formed. Corporations that file for this status are taxed like a partnership or sole proprietorship rather than as a separate entity. Income is "passed-through" to the shareholders.
Shareholders are limited to 100.

H. C Corp (Corporation)
A C Corp is an association of persons, created by law and existing as an entity with powers and liabilities independent of those of its members. A C Corp is organized under state law.
A C Corp is a legal entity and assumes a separate legal and tax life from its shareholders.
A C Corp must contain Corporation, Incorporated, Company, Limited, Corp., Co., Inc., or Ltd.

1 through 60,000 may be authorized without additional payment ... (there is more than one class or series of shares).
leave blank if the purpose is generally to conduct business for profit.
7. Reason for forming an Organization and applying for an EIN (Employer Identification Number):
8. Select what best describes the principal activity of the business
e.g. design and build complex commercial construction services
This address is where the State of Michigan and IRS, if the registered office is selected, will send communications.
This should be the Incorporator but may be the Registered Agent ... This is necessary to obtain an EIN (Employer Identification Number) from the IRS.
Every Michigan company must have an agent for service of process in the state. This is an individual or corporation that agrees to accept legal papers on the corporation's behalf if it is sued. A registered agent may be a Michigan resident, Michigan corporation, foreign corporation with a certificate of authority to transact business in Michigan, Michigan LLC, or foreign LLC authorized to transact business in Michigan. The registered agent must have a physical street address in Michigan. The agent should agree to accept service of process on your corporation's behalf prior to designation.
The incorporator is the person who signs the articles; appoints the initial corporate directors; who serve on the board until the first annual meeting of shareholders (when the board members who will serve for the next term are elected by the shareholders).
President, V.P. and Secretary may be the same person. If Incorporator will assume all three roles, simply type in "INCORPORATOR" and leave address and SSN blank.
Clear Signature
Your signature above authorizes CARUSO LAW PLLC to form a business organization consistent with the above selections, and designates CARUSO LAW PLLC to act as a Third Party Designee with the IRS solely for an EIN application on behalf of the business.