TeamCamp
          May 7, 2009


How do I structure my
     business?

        Shane McLean
 LaBarge Weinstein Professiona...
Three Basic Structures

• Sole Proprietorship

• Partnership

• Corporation
Sole Proprietorship

• Pros:
  § Simplicity, ease of use, creation,
    dissolution
• Cons:
  § Unlimited liability
  § Go...
Partnership
    “relation that subsists between persons
carrying on business in common with a view to
                    ...
Corporation
• Pros:
  §   Limited liability
  §   Flexibility of Structure
  §   Tax
  §   Pro Investor
• Cons:
  § Admini...
Corporation
Ownership       Decision Making

                   Shareholders
Shareholders


                 Board of Dire...
Hybrids


• Prime/Subcontractor Model

• Software Bill of Rights Model
One Model for a Startup
        Corporation
• Concept:
  § Corporation
  § Group of Founders issued “free” shares
  § From...
One Model for a Startup
           Corporation
At a minimum you will need:
Articles of Incorporation, By-laws Etc.

Founde...
One Model for a Startup
           Corporation
What does that cost?
Articles of Incorporation, By-laws Etc.   •Budget $750...
THANKS

      Shane McLean
    smclean@lwlaw.com
    613 599 9600 ext 262



  www.LWLAW.com
www.ShaneMcLean.com
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Teamcamp May 7 2009

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How do I structure my business?
Shane McLean
LaBarge Weinstein Professional Corporation

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Teamcamp May 7 2009

  1. 1. TeamCamp May 7, 2009 How do I structure my business? Shane McLean LaBarge Weinstein Professional Corporation
  2. 2. Three Basic Structures • Sole Proprietorship • Partnership • Corporation
  3. 3. Sole Proprietorship • Pros: § Simplicity, ease of use, creation, dissolution • Cons: § Unlimited liability § Going it alone
  4. 4. Partnership “relation that subsists between persons carrying on business in common with a view to a profit” •Pros: •Cons: •Simplicity •Unlimited liability •Tax losses •Not pro-investor
  5. 5. Corporation • Pros: § Limited liability § Flexibility of Structure § Tax § Pro Investor • Cons: § Administratively more complex than other models
  6. 6. Corporation Ownership Decision Making Shareholders Shareholders Board of Directors Corporation Officers/Employees
  7. 7. Hybrids • Prime/Subcontractor Model • Software Bill of Rights Model
  8. 8. One Model for a Startup Corporation • Concept: § Corporation § Group of Founders issued “free” shares § From beginning the corporation has the right to repurchase shares from founders § Founders “earn” the right to keep shares through the satisfaction of objectives and/or passage of time.
  9. 9. One Model for a Startup Corporation At a minimum you will need: Articles of Incorporation, By-laws Etc. Founder Agreement Shareholder Agreement Employment / Contractor Agreements Intellectual Property Agreements
  10. 10. One Model for a Startup Corporation What does that cost? Articles of Incorporation, By-laws Etc. •Budget $750 - $1,000 Founder Agreement •Budget $300 Shareholder Agreement •Budget $600 Employment / Contractor Agreements •Budget $250 Intellectual Property Agreements •Budget $250 More Customization = More Cost
  11. 11. THANKS Shane McLean smclean@lwlaw.com 613 599 9600 ext 262 www.LWLAW.com www.ShaneMcLean.com

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