What we do for business owners
- Forming the company. Choosing between an LLC and a corporation, filing with the North Carolina Secretary of State, and setting up the company correctly from day one.
- Operating and shareholder agreements. Who owns what, who decides, how profits are paid, and what happens when an owner wants out, becomes disabled, or dies.
- Contracts. Drafting and reviewing customer, vendor, lease, employment, and independent contractor agreements before you sign.
- Buying or selling a business. Our buying and selling a business page covers the steps.
- Ongoing counsel. A lawyer you can call when a customer will not pay, an employee leaves with your clients, or a letter arrives from someone else’s lawyer.
- Disputes. When a deal breaks down, we handle business litigation in Guilford County and across the Triad.
Setting up an LLC in North Carolina
An LLC is formed by filing articles of organization with the Secretary of State. The articles must state, among other things, a name that meets the State’s naming rules and the name and address of each person who signs them (G.S. 57D-2-21). The Secretary of State’s filing fee for articles of organization is $125, and the fee for an LLC’s annual report is $200 (G.S. 57D-1-22).
The filing creates the company. It does not decide how the company runs. That is the job of the operating agreement, which under North Carolina law governs the LLC’s internal affairs and the rights and duties of its owners and managers toward each other and the company (G.S. 57D-2-30). Owners who skip it are left with the statute’s default rules, which may not be what they agreed to over coffee.
What limited liability does, and what it does not
An owner or manager of a North Carolina LLC is not liable for the company’s obligations solely because he or she is an owner or manager (G.S. 57D-3-30). That protection is real, but it is not a blank check. A personal guarantee on a loan or a lease is still personal, and owners who mix company money with their own put the protection at risk. We set up the company and the habits that keep it separate.
Contracts that hold up
We read every contract as though we will have to defend it in front of a judge, because sometimes we do. That means clear payment terms, a plain description of the work, what happens if someone breaks the deal, where a dispute will be heard, and who pays the lawyers. A contract you understand is worth more than a long one you do not.
What to bring to your consultation
- Your company’s filed articles and any operating or shareholder agreement.
- The contracts you are using now, or the one you have been asked to sign.
- A short list of owners, what each put in, and what each expects.
- Any letter, invoice, or demand that is worrying you.
How Huggins Law Firm works with businesses
We give straight answers, put the fee in writing before work begins, and return calls. We would rather spend an hour on your operating agreement now than a year in court over it later. Hablamos español.
Questions business owners ask us
Should my business be an LLC or a corporation?
It depends on who owns it, how you plan to pay yourself, whether you will bring in investors, and your tax picture. We talk through those questions with you, and with your accountant when taxes drive the answer, before anything is filed.
How do I form an LLC in North Carolina?
By filing articles of organization with the Secretary of State. The articles must include, among other things, a name that meets the naming rules and the name and address of each person signing them (G.S. 57D-2-21).
What does it cost to file?
The Secretary of State’s fee for articles of organization is $125, and the LLC annual report fee is $200 (G.S. 57D-1-22). Our fee for the legal work is separate and is set out in writing before we start.
Do I need an operating agreement?
North Carolina law lets the operating agreement govern the LLC’s internal affairs and the owners’ rights and duties to each other (G.S. 57D-2-30). Without one, the statute’s default rules control. If there is more than one owner, a written agreement is the cheapest protection you can buy.
Does an LLC protect my personal assets?
An owner or manager is not liable for the LLC’s obligations solely because of that role (G.S. 57D-3-30). A personal guarantee is still personal, and mixing company and personal money can put the protection at risk.
Will you review a contract before I sign it?
Yes. Bring the contract and tell us what you were promised. We will tell you what it actually says and what to ask to change.
Can you represent my business in a lawsuit too?
Yes. We handle business litigation in Guilford County and across the Triad, after a conflict check.
Do you speak Spanish?
Hablamos español. Tell us when you call.
Related
This page is general information about North Carolina law, not legal advice for your business. Contacting us does not make us your lawyer.