Our Business Law Services

At Foley Freeman, we understand that navigating the complexities of business law can be challenging for small business owners in Boise, ID. That’s why we offer comprehensive business law services designed to support you at every stage of your business journey. Whether you’re considering forming a new business entity, such as a limited liability company (LLC) or a limited liability partnership (LLP), or need guidance on contracts, employment law, or real estate agreements, our experienced business lawyers are here to help. We provide personalized legal support tailored to your unique business goals, ensuring you have the right legal counsel to make informed decisions about business formation, entity selection, and ongoing business operations. With over 68 years of combined professional licensure experience, our team is dedicated to assisting business owners in Boise with entity formation, contract negotiations, and dispute resolution, so you can focus on growing your business with confidence.

The experienced team at Foley Freeman can assist you in selecting the appropriate way to structure your new business to help you maximize your chances of success.  There are various pros and cons to each of the most common business structures/entities.

Limited Liability Companies (LLCs)

Pros:

  • Limited Liability. Members are protected from personal liability for business decisions or actions of the LLC.
  • Tax Status. Taxed similarly to a sole proprietorship (if one owner) or a partnership (if multiple owners).
  • Sharing of Profits. There are fewer restrictions on profit sharing within an LLC, as members distribute profits as they see fit. Members might contribute different proportions of capital and services. Consequently, it is up to the members themselves to decide who has earned what percentage of the profits or losses.
  • Less Required Recordkeeping. No requirement to hold annual meetings or record minutes.

Cons:

  • Self-Employment Taxes. Members of an LLC are usually considered self-employed and must pay the self-employment tax contributions towards Medicare and Social Security. The entire net income of the LLC is subject to this tax.

C Corporations

Pros:

  • Limited Liability. The shareholders’ personal assets are protected from business debts and the actions of a corporation. Shareholders can generally only be held accountable for their investment in the stock of the company.
  • Generation of Capital. Corporations have an advantage when it comes to raising capital for their business. The ability to raise funds through the sale of stock.
  • Corporate Tax Treatment. Corporations file taxes separately from their owners. Owners of a corporation only pay taxes on corporate profits paid to them in the form of salaries, bonuses, and dividends, while any additional profits are taxed at a corporate tax rate, which is usually lower than a personal income tax rate.

Cons:

  • Time and Money. Corporations are costly and time-consuming ventures to start and operate. Incorporating requires start-up, operating, and tax costs that many other business structures do not require.
  • Double Taxing. In some cases, corporations are taxed twice. First, when the company makes a profit, and again when dividends are paid to shareholders.
  • Additional Paperwork. Because corporations are highly regulated by federal, state, and in some cases, local agencies, there are increased paperwork and recordkeeping obligations. For instance, Corporations must hold annual meetings and record meeting minutes.

S Corporations

Pros:

  • Tax Savings. One of the best features of the S Corporation is the tax savings for you and your business. While members of an LLC are subject to employment tax on the entire net income of the business, only the wages of the S Corporation shareholder who is an employee are subject to employment tax. The remaining income is paid to the owner as a “distribution,” which can be taxed at a lower rate.
  • Business Expense Tax Credits. Some expenses that shareholders/employees incur can be written off as business expenses. Nevertheless, if such an employee owns 2% or more of the total shares, then benefits like health and life insurance are deemed taxable income.
  • Independent Life. An S corporation also allows a business to have an independent life, separate from its shareholders. If a shareholder leaves the company or sells his or her shares, the S corporation can continue doing business relatively undisturbed. Maintaining the business as a distinct corporate entity defines clear lines between the shareholders and the business that improve the protection of the shareholders.

Cons:

  • Additional Paperwork. S corporations are required to hold annual director and shareholder meetings, maintain minutes from those meetings, adopt bylaws, and maintain records of stock transfers and other various records.
  • Shareholder Compensation Requirements. A shareholder must receive reasonable compensation. The IRS takes notice of shareholder red flags like low salary/high distribution combinations, and may reclassify your distributions as wages. You could pay a higher employment tax because of an audit with these results.
  • Limits on Shareholders. There are limits on the number of shareholders. S Corporations cannot have more than 100 shareholders.

Partnerships

Pros:

  • Easy to Create. The majority of time spent starting a partnership often focuses on developing the partnership agreement.
  • Partners have a Shared Financial Commitment. In a partnership, each partner is equally invested in the success of the business. Partnerships have the advantage of pooling resources to obtain capital. This could be beneficial in terms of securing credit and paying start-up costs.
  • Complementary Skills. A good partnership has the benefit of utilizing the strengths, resources, and expertise of each partner.
  • Partnership Incentives for Employees. Partnerships can have an employment advantage over other entities if they offer employees the opportunity to become a partner.

Cons:

  • Joint and Individual Liability. Partnerships retain full, shared liability among the owners. Partners are not only liable for their own actions, but also for the business debts and decisions made by other partners. In addition, the personal assets of all partners can be used to satisfy partnership debt.
  • Disagreements Among Partners. The more partners, the more opportunities for disagreement. Partners should consult each other on all important decisions.
  • Shared Profits. Because partnerships are jointly owned, each partner must share the successes and profits of their business with the other partners. An unequal contribution of time, effort, or resources can be a source of discord among partners.

Sole Proprietorships

Pros:

  • Easy to Create. A sole proprietorship is the simplest and least expensive business structure to establish. Costs are minimal, with costs limited to obtaining the necessary license or permits.  If you intend to operate a sole proprietorship under a different name than your own, you are required to file for an Assumed Business Name.
  • Total Control. Because you are the sole owner of the business, you have complete control over all decisions. You are not required to consult with anyone else when you need to make decisions or changes.
  • Easy Tax Reporting. Your business is not taxed separately, so it’s easy to fulfill the tax reporting requirements for a sole proprietorship.

Cons:

  • Difficulty Obtaining Funding. Sole proprietors often face challenges when trying to raise money. The inability to sell stock can hamper third-party investment. Banks may also be hesitant to lend to a sole proprietorship because of a perceived lack of credibility when it comes to repayment if the business fails.
  • Unlimited Personal Liability. Because there is no legal separation between you and your business, you can be held personally liable for the debts and obligations of the business. This risk extends to any liabilities incurred as a result of employee actions.

Business Contracts

Solid business contracts are the foundation of any successful enterprise. At Foley Freeman, our business lawyers specialize in contract drafting, review, and negotiation for small business owners in Boise, ID. We know that clear, well-structured contracts are essential for protecting your interests and preventing future disputes. Our comprehensive legal services cover a wide range of business contracts, including consulting agreements, non-disclosure agreements, buy-sell agreements, and more. We also assist clients with shareholder disputes and fiduciary duties, ensuring that your business relationships are clearly defined and your assets are safeguarded. By providing expert legal guidance on contract negotiations and drafting, we help small businesses minimize risk and position themselves for long-term success. Whether you’re entering into a new partnership or managing ongoing business operations, our team is committed to supporting your legal needs every step of the way.

Dispute Resolution

Disputes can disrupt business operations and threaten your company’s success. At Foley Freeman, we prioritize fast and effective dispute resolution to keep your business running smoothly. Our experienced attorneys have a strong background in civil litigation and trial experience, representing clients in Idaho courts with skill and dedication. We work closely with our clients to develop tailored legal strategies for resolving contract disputes, commercial transactions, and other business-related conflicts. Our proactive approach focuses on minimizing disruption and preventing future disputes, so you can maintain focus on your business goals. Whether you’re facing a contract disagreement or a complex commercial dispute, our legal counsel is here to guide you through the litigation process and protect your interests every step of the way.

FAQs: Boise Business Entities

What is the best type of business entity for a new small business in Boise, Idaho?

For most new small businesses in Boise, Idaho, the Limited Liability Company (LLC) is often the preferred entity. The LLC offers the critical benefit of limited liability—protecting your personal assets from business debts—while providing maximum flexibility in terms of taxation and administration. Unlike a Corporation, an LLC is not subject to rigid corporate formalities like required annual board meetings. Choosing the best entity (LLC, S-Corp, C-Corp, or Partnership) depends entirely on your specific goals, tax strategy, and funding needs, making consultation with an Idaho attorney essential.

How does forming a legal business entity protect my personal assets in Idaho?

Forming a separate legal entity, such as an LLC or a Corporation, creates a strong legal barrier between the business’s finances and your personal finances. This concept is known as limited liability. If your business in Boise incurs debt or faces a lawsuit, your personal assets—like your home, personal savings, and other personal property—are generally protected from those business liabilities. This protection is only maintained if the owners adhere to legal formalities and avoid “piercing the corporate veil” by improperly mingling business and personal funds.

What is a Registered Agent, and why is one required for my business in Idaho?

A Registered Agent is a person or entity officially designated to receive important legal documents, such as service of process (lawsuits) and official notices from the Idaho Secretary of State, on behalf of your business. Every formal business entity (LLC, Corporation, etc.) operating in Boise or elsewhere in the state must maintain a Registered Agent whose address is publicly listed. This requirement ensures that the state and any party suing the business can reliably contact the entity to fulfill legal notice requirements, which is mandatory for keeping the business in good standing under Idaho law.

Ready to Protect Your Business? Talk to Boise Business Lawyers Today

Don’t leave your business structure to chance. Whether you’re forming an LLC, weighing the benefits of an S-Corp, or preparing partnership agreements, you need experienced legal guidance. Our Boise business lawyers are ready to help you choose the right entity, avoid costly mistakes, and set your company up for long-term success. Contact us today for a consultation and take the first step toward a legally solid future.