Corporate &
Business Affairs
JLG provides comprehensive legal support for corporate and business affairs, combining transactional expertise with deep litigation and cross-border capabilities. We advise clients across the full business lifecycle—from entity formation, commercial agreements, leasing, franchising, licensing, and intellectual property protection, to complex commercial litigation, employment disputes, and regulatory matters.
Featured Team
Jason Jia
Managing Partner
Thomas Kung
Senior Partner
Head of Commercial Litigation
Joseph Hamel
Partner
James Berger
Special Counsel
Richard Stern
Senior Litigation Associate
Brian Dolan
Associate
Cathy Yizheng Huang
Associate
Melissa Yang
Of Counsel
Carlton Chen
Of Counsel
Evan M. Goldman
Of Counsel
Hannah Fang
Business Intelligence Analyst
Fan Pan
Data Analyst
Latest Updates
Entity formation is the legal process of establishing a business structure in the United States. Choosing the right entity impacts liability protection, tax treatment, governance, and long-term scalability. A properly structured entity ensures compliance, protects personal assets, and creates a solid foundation for business operations and growth.
What Types of Business Entities Can You Form?
Sole Proprietorship
A simple structure where one individual owns and operates the business, offering full control but no separation between personal and business liability.
Limited Liability Company (LLC)
A flexible structure combining liability protection with operational simplicity. Members benefit from limited personal liability and adaptable management structures.
Limited Liability Partnership (LLP)
Commonly used by professional service providers, LLPs offer liability protection for partners while maintaining partnership flexibility.
Corporation (C-Corp or S-Corp)
A separate legal entity providing strong liability protection, perpetual existence, and potential tax advantages. Structure selection depends on ownership and tax strategy.
How Does the Entity Formation Process Work in New York?
Forming a business in New York involves several key steps:
-
Select a Business Structure based on liability, tax, and operational needs
-
Conduct a Name Search to ensure availability and compliance
-
Designate a Registered Agent with a valid local address
-
File Formation Documents with the New York Department of State
-
Fulfill Publication Requirements (required for LLCs in New York)
-
Obtain an EIN from the Internal Revenue Service
-
Draft Internal Governance Documents (e.g., Operating Agreement, Shareholder Agreement)
-
Open a Business Bank Account
-
Register for Taxes with the New York State Department of Taxation and Finance
Legal and financial guidance is strongly recommended to ensure compliance and avoid costly errors.
Who Can Form a Business Entity in the United States?
Both U.S. citizens and non-U.S. citizens can form business entities in the U.S., including LLCs and corporations. While there is generally no minimum capital requirement, certain industries and regulatory frameworks may impose additional restrictions or licensing requirements. Proper structuring is especially important for foreign owners to address tax, compliance, and operational considerations.
What Documents Are Required for Entity Formation?
Typical supporting documents include:
-
Personal Identification (passport, driver’s license)
-
Business Agreements (Operating Agreement, Shareholder Agreement)
-
Additional Supporting Materials, such as:
-
Employment or business background information
-
Financial details (if applicable)
-
Name reservation filings
-
Foreign qualification documents (for out-of-state or international entities)
-
What Are Business Agreements and Why Are They Important at the Formation Stage?
Business agreements establish the legal and operational foundation of a company. While entity formation creates the legal structure, agreements define how the business actually functions—including ownership, decision-making, profit distribution, and dispute resolution.
Key agreements may include:
-
Operating Agreements (LLC) – define ownership structure, member roles, voting rights, and profit allocation
-
Shareholder Agreements (Corporations) – govern shareholder rights, equity transfers, and corporate governance
-
Partnership Agreements – outline responsibilities, contributions, and liability among partners
-
Founder Agreements – address equity splits, vesting schedules, and roles among early-stage founders
These agreements are critical because they:
-
Prevent internal disputes by clearly defining rights and obligations
-
Protect ownership interests and control mechanisms
-
Provide contingency planning for events such as exit, death, or disputes
-
Strengthen legal enforceability and credibility with investors, banks, and partners
Without properly drafted agreements, even well-formed entities can face significant legal and operational risks.
Why Is Legal Strategy Important in Entity Formation?
Entity formation is more than a filing process—it requires aligning legal structure with business goals, risk exposure, and future growth plans. Poor structuring can lead to tax inefficiencies, liability risks, and operational limitations.
At JLG, we provide strategic, end-to-end support for entity formation, ensuring that each structure is tailored to the client’s business model and long-term objectives. Our approach integrates corporate planning, regulatory compliance, and risk management—helping clients build a strong legal foundation from day one.
Business operations legal support covers the day-to-day legal, regulatory, and contractual needs required to run and grow a business. From compliance and licensing to agreements, leasing, and expansion transactions, a strong legal framework ensures that operations remain efficient, compliant, and scalable.
Ongoing business operations require more than reactive legal support, they demand proactive strategy. At JLG, we provide integrated legal support across operations, transactions, and risk management. Our approach ensures that businesses not only remain compliant but also operate with the flexibility and legal protection needed to scale, adapt, and succeed in competitive markets.
What Legal Services Are Involved in Business Operations?
JLG provides comprehensive support across key operational areas, including:
-
Licenses & Permits
-
Trademark & Copyright Protection
-
Franchising Structure and Compliance
-
Business Agreements (vendor, partnership, service agreements)
-
Commercial Leases
-
Due Diligence
-
Mergers & Acquisitions (M&A)
What Compliance Requirements Must Businesses Fulfill?
Businesses must meet ongoing federal, state, and local compliance obligations to operate legally. These may include obtaining and maintaining:
-
Business licenses and registrations
-
Tax compliance and reporting obligations
-
Industry-specific permits
Common examples include:
-
Certificate of Authority
-
DBA (Doing Business As) registration
-
General business licenses
-
Health department permits
-
Liquor licenses
-
Special use permits (e.g., open fire permits)
Requirements vary depending on the business type, industry, and location, making proactive compliance management essential.
Why Are Licenses, Permits, and IP Protection Important?
Proper licensing ensures that your business can legally operate, while intellectual property protection, such as trademarks and copyrights, safeguards your brand, products, and creative assets. Early registration and enforcement help prevent disputes and strengthen long-term business value.
How Should Businesses Approach Commercial Lease Negotiations?
A commercial lease is often one of the most significant financial and operational commitments for a business. Strategic negotiation is critical to securing favorable terms, including:
-
Rental rates and escalation clauses
-
Lease duration and renewal options
-
Use provisions and exclusivity rights
-
Maintenance responsibilities and exit terms
Well-negotiated leases provide flexibility, reduce risk, and align with long-term business goals.
What Is Franchising and What Should Businesses Consider?
Franchising is a business model that allows a company (franchisor) to expand by licensing its brand, systems, and operations to independent operators (franchisees). It can be a powerful growth strategy but requires strict legal and regulatory compliance.
Key legal components of franchising include:
-
Franchise Disclosure Document (FDD) – a legally required document outlining fees, obligations, risks, and business details
-
Franchise Agreements – contracts governing the relationship between franchisor and franchisee
-
Trademark Licensing – ensuring brand protection and consistent usage
-
Operational Controls and Compliance – maintaining uniform standards across locations
Franchising is important because it:
-
Enables scalable expansion with reduced capital investment
-
Builds brand consistency across multiple locations
-
Creates recurring revenue streams through fees and royalties
However, it also involves regulatory complexity and risk. Improper structuring or non-compliance can lead to disputes, liability exposure, and enforcement actions.
At JLG, we assist both franchisors and franchisees in structuring, reviewing, and negotiating franchise arrangements, ensuring compliance while protecting long-term business interests.
How Do Due Diligence and M&A Impact Business Growth?
Due diligence is essential when entering partnerships, acquisitions, or investments. It involves reviewing financials, contracts, liabilities, and regulatory exposure to identify risks and opportunities.
In mergers and acquisitions, proper legal structuring ensures:
Smooth transaction execution
Risk allocation and liability protection
Compliance with regulatory requirements
Alignment with strategic business objectives