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Practice Area

Formation & Incorporation

Start with the right structure — and avoid problems down the road.

The decisions you make when forming a business — entity type, state of incorporation, ownership structure, initial agreements — have long-term legal and tax consequences. Raphael helps founders get these foundational decisions right from the start.

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What This Covers

  • Advising on entity type selection — LLC, C-Corp, S-Corp, PBC, and others
  • State of incorporation analysis (Delaware, Washington, New York, and others)
  • Filing formation documents and setting up the legal entity
  • Drafting founder agreements, operating agreements, and shareholder agreements
  • Initial equity structure and IP assignment agreements
  • Nonprofit formation and 501(c)(3) application support

Why It Matters

  • The wrong entity type can create tax problems and complications when you try to raise capital
  • Founder disputes — which often trace back to unclear initial agreements — are one of the leading causes of startup failure
  • Investors expect Delaware C-Corps for venture deals — starting elsewhere may require a costly conversion later

Who This Is For

  • First-time founders setting up a new business entity
  • Co-founders who want a clear legal framework before launching
  • Individuals or groups forming a nonprofit or social enterprise

Ready to Get Started?

Schedule a free initial consultation to discuss your needs and how Raphael can help.

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How We Work

Raphael works with clients as a Fractional GC, on a project basis, or as of counsel to in-house teams and law firms. Every engagement is structured around your actual needs — not a one-size-fits-all model.

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