Arizona Corporations

A corporation is a separate and independent legal entity than its shareholders.  A corporation is typically managed in accordance with its bylaws – the rules established by the incorporator(s) (the individual(s) who create the corporation), or those adopted by the Board of Directors after the incorporation.

While corporate officers manage the corporation’s daily operations, it is the Board of Directors that oversees management and directs the general operations of the corporation’s business.  Both corporate officers and the corporation’s Board of Directors must always act in the best-interest of the corporation, and accordingly owe a fiduciary duty to its shareholders.  As such, certain corporate formalities are typically followed by the Board of Directors – such as annual Board Meetings; Minutes; Board Resolutions; Shareholder voting procedures – to assure the proper management of the corporation.

Unlike an LLC, in which the Members’ shares in the LLC profit/losses is included in the individual Members’ annual tax returns, corporate profits are taxed once at the corporate level, and again once dividends are distributed to its shareholder.  This is what is often referred to as the corporate double-taxation problem.  Certain corporations, however, may make an S-Corp election, which effectively eliminates the double-taxation problem by allowing the taxation of corporate profits to pass-through and be taxed at the shareholder level instead.

Our business attorneys assist our clients with all incorporation procedures associated with organizing a new business entity in Arizona – corporations and/or limited liability companies.  Our business attorneys further assist our clients with tax-related matters involving new entities, including without limitation, obtaining an Employer Identification Number with the Internal Revenue Services, and making proper tax elections (i.e. S-Corp status).

Business Transactions Related Topics

• Business Formations
• Arizona Limited Liability Companies
• Arizona Corporations
• Arizona S-Corporation
• Arizona C-Corporation
• Arizona Partnerships
• Corporate Bylaws
• Operating Agreements
• Partnership Agreements
• Buy or Sell a Small Business
• Business Disputes & Dissolution
• Mediation/Arbitration