Publications: general corporate

            Some years ago new lodging start-up businesses with novel aspects of their industry emerged: AirBnB, Home Away, VRBO, Craiglist, Couchsurfing, Trip Advisor, Flip Key. These and other short-term rental sites became increasingly popular platforms among individuals and companies to offer transient lodging options for tourists and visitors traveling around the world.

            Such rapidly expanding and growing businesses, however, have not been immediately followed by an advanced, uniform and clear regulation that could plainly address their concerns.  Hosts (i.e., owners of the premises and landlords) are becoming more and more concerned Read More

            Projecting rent expenses is one of the largest concerns of the tenants while negotiating lease agreements. Reasonable tenants would not want to “handcuff” their landlords in order to allow them to attract new customers and operate building effectively. But at the same time tenants would wish to control unanticipated rent escalation and skyrocketing financial liabilities as well as to minimize their exposure to surprising, improper and unreasonably increased invoices.

            However, despite being aware of the necessity to accurately formulate rent provisions, it turns out that when it comes to negotiation Read More

The LLC is often a simple and popular choice to incorporate a business because it involves less formality and regulatory reporting requirements.

Corporation and LLC provide both a protection from personal liability. It is more difficult to seize asset to an LLC then under a corporation. Therefore from a liability point of view LLC are a better choice.

The C-Corporation is the ideal choice if you want to grow a business to potentially attract venture capital, since the C-Corporation structure enables you to issue multiple classes of stock, and venture capital investors often want to receive preferred shares with special rights and Read More


Can creditors take your business assets to pay off your personal debts?

It depends on the type of business entity you’ve chosen and where it is located.

If the business is set up as a corporation, the shareholder’s personal creditors cannot directly take over ownership of the corporation’s assets, such as its bank accounts, to pay off a judgment against him. However, they can obtain ownership of the shareholder’s stock in the corporation. They’ll be entitled to the shareholder’s share of the corporation’s profits and to participate in the corporation’s management. If they obtain ownership Read More

Branch, Partnership, LLC or Corporation? Liability & Management

Before explaining in details the difference with these entities, some investors choose to set up an office or a branch (in French “succursalle”) rather than a subsidiary. The main difference between the two is that the subsidiary is a separate legal entity, whereas a branch belongs to the same entity as the parent company and does not have a legal distinct entity, it is part of the parent company. It is dangerous to create a branch for liability reason, because the parent company is directly liable for the act of Read More


Deciding a company name. The first step to create a company is to determine the availability of a name; if any name is very similar to yours, you may have to choose a new name.

Filing. The filing of by-laws/operating agreement is not mandatory but strongly recommended in the case of a disagreement between the shareholders/members.  Your operating agreement is the blueprint for your company. It should address the following issues:

  • How the company will be managed and by whom
  • How important decisions are to be made
  • How profits are to be distributed Read More