Business Lawyers Blog

Comparing Oregon LLCs, S Corps, and C Corps for New Business

October 16, 2026 | Sean Badgley

Entrepreneurs often have questions about which business entity to choose when starting out. There are essentially two choices to make.

State Level Decisions: LLCs vs. Corporations

The first decision is which type of entity is best at the state level. Here, the most common options are limited liability companies (LLCs), or state registered Corporations. In both cases, the filings to establish or “form” the entity are made with the Secretary of State within the state of incorporation depending upon where the company wishes to formally register. Forming either entity is a first step for business owners limiting their liability in the company in order to ensure the company owners private, individually owned assets are shielded from lawsuits against the company. This is the main purpose of filing corporations or LLCs at the state level.

Raising Capital in Los Angeles: Common Legal Mistakes in Private Offerings

September 4, 2026 | Dona Abdo

Private offerings provide startups and growing businesses with a viable avenue for raising capital, but these transactions remain subject to federal and state securities laws. Companies that misunderstand or overlook applicable compliance requirements may create unnecessary legal and operational risks.

Structure Law Group’s Los Angeles startup and financing lawyers advise startups, founders, and emerging businesses on private capital raises, securities compliance, and financing transactions. Understanding the most common legal mistakes in private offerings can help companies structure fundraising efforts more effectively and reduce the risk of regulatory issues that could affect future growth.

What Is a Private Offering in California?

Oregon Rules on Buying or Selling a Business

August 28, 2026 | Sean Badgley

Engaging in the purchase or sale of a business in Oregon involves certain reporting obligations. Ensuring compliance not only alleviates potential stress but also helps prevent legal liabilities resulting from improper transaction handling. Contact the Oregon business attorneys at Structure Law Group, LLC, for expert guidance regarding Oregon mergers and acquisitions. With extensive experience assisting numerous businesses from startup to sale, we streamline the process of buying and selling business assets for greater efficiency.

A Business Must Be in Good Standing Before Transferring Ownership

Businesses must be registered with the Oregon Secretary of State. All annual reports must be current and all fees paid. If you are selling, double-check that you are in good standing to help you close the sale faster. If you purchase a business, then this is part of your due diligence.

M&A Letters of Intent in California: Key Deal Terms Beyond Price

August 14, 2026 | Mark Manalo

A Letter of Intent (LOI) should set out the key terms of an acquisition before the parties negotiate the final agreement. Although these letters are typically non-binding, business owners should give careful consideration to terms beyond the purchase price. A poorly drafted LOI can slow negotiations and weaken a business’s position if a legal dispute arises. Call Structure Law Group, LLP, to speak with a Silicon Valley mergers and acquisitions lawyer about drafting a Letter of Intent.

M&A Letters of Intent: Critical Terms Beyond Purchase Price

In addition to identifying the parties, a Letter of Intent should include:

Shareholder Agreements in Los Angeles: Protecting Majority and Minority Owners

July 31, 2026 | Christopher G. Addy

A shareholder agreement provides a basic framework for how a corporation will be run. Although all corporations should have a shareholder agreement, it is especially important for closely held corporations where there is most likely a majority shareholder. If your business is forming a corporation, our Los Angeles corporation lawyers can review any agreement you have drafted yourself, or we can create a full shareholder agreement tailored to your needs.

What to Include in a Shareholder Agreement

A shareholder agreement safeguards the interests of both majority and minority shareholders. It also offers a clear framework for the smooth and efficient management of the corporation, which can boost its value and make it more attractive to potential employees. As a result, both majority and minority shareholders benefit.

Asset Sale vs. Stock Sale in Los Angeles: Choosing Structure That Reduces Risk

July 24, 2026 | Christopher G. Addy

In most mergers and acquisitions, buyers choose between acquiring the target company’s assets or purchasing its stock. Each approach carries different implications for liability exposure, contract rights, tax treatment, and post-closing integration. Business owners and executives evaluating an acquisition should understand these distinctions before negotiating transaction terms.

Structure Law Group, LLP Los Angeles M&A attorneys advise buyers, sellers, founders, and investors on mergers and acquisitions throughout Los Angeles and California. The following overview examines key differences between asset purchases and stock purchases, including considerations that may influence risk allocation between the parties.

What Are the Differences Between an Asset Sale and a Stock Sale?

Buy-Sell Agreements for Silicon Valley Business Owners: Deadlock Clauses and Exit Options that Work

July 17, 2026 | Christian Binder

Disagreements among shareholders or LLC members can create significant operational challenges, particularly when the owners cannot reach consensus on important business decisions. Prolonged deadlock may delay strategic initiatives, affect management decisions, and create uncertainty for employees, investors, and other stakeholders.

To address these risks, many shareholder agreements and LLC operating agreements include deadlock provisions that establish procedures for resolving disputes and moving the business forward when owners reach an impasse. A corporation lawyer in Silicon Valley examines common deadlock mechanisms and the role they play in corporate governance.

CA Buy-Sell Agreements: Deadlock Clauses and Ownership Exit Options

Protecting Trade Secrets in Los Angeles: Policies and Contract Clauses That Hold Up

June 26, 2026 | Chris Tarpley

Trade secrets are vulnerable whenever confidential information is shared with employees, contractors, or other personnel as part of day-to-day operations. Without clear internal policies and enforceable agreements, proprietary information may be disclosed, misused, or retained after an individual leaves the company.

Structure Law Group, LLP’s Los Angeles intellectual property lawyers advise businesses on legal strategies to protect trade secrets and other proprietary information, including the drafting employment agreements, confidentiality provisions, and internal policies designed to support enforcement under California law. The following are several practical measures companies should consider when evaluating trade secret protection.

Protecting Trade Secrets: Essential Safeguards

Independent Contractor Agreements: Protecting Company IP

May 29, 2026 | Mark Manalo

Independent contractors generally retain ownership of the intellectual property they create unless an agreement provides otherwise. Therefore, businesses that engage contractors should address this issue at the outset to avoid uncertainty over ownership of work product developed during the engagement.

A well-drafted independent contractor agreement can establish that intellectual property created in connection with the contractor’s services is assigned to the company. The Silicon Valley intellectual property lawyers at Structure Law Group, LLP regularly advise businesses on drafting and negotiating independent contractor agreements that address intellectual property ownership and related protections. Below are several key provisions companies should consider addressing in these agreements.

Work Made for Hire Clauses

Oregon Requirements for Foreign Entities Doing Business in the State

May 22, 2026 | Jackie Ford

Oregon has a deep consumer market, and many businesses are seeking to enter the marketplace. However, foreign corporations and other entities such as limited liability companies need permission from the state before they begin performing transactions. These entities also must fully understand their tax obligations, which typically require registering with the Oregon Department of Revenue. Although Oregon welcomes business entities from around the world and the other 49 states, it’s critical to ensure that you meet all obligations. Below, we examine some of the most significant requirements for doing business in Oregon. Contact an Oregon business lawyer from SLG for assistance with your specific situation.

Applying for Authorization

Under ORS 60.701, a “foreign” corporation (meaning any non-Oregon corporation) may not transact business in Oregon unless authorization has been granted by the Secretary of State. There are similar statues for limited liability companies and other business entities. In general, most business activity conducted in Oregon requires a formal application for authorization.