Business Organization & Business Law
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Practical legal guidance for business formation, contracts, and business transactions.
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Business Law Attorney in San Jose
Whether you are starting a new company, bringing on a partner, signing an important contract, or buying an existing business, the legal decisions you make early can shape your business for years. Pacific Motion Law Firm helps entrepreneurs, small business owners, real estate investors, and families in San Jose and throughout California set up their businesses correctly and protect what they have built.
We work directly with you to understand your goals, explain your options in plain language, and prepare documents that fit how your business actually operates. We also assist many small business owners with LLC and corporation organization to help shield their personal assets from business liabilities.
Consultations are available in English and Vietnamese.
Start on the right foundation
Business Formation: LLCs & Corporations
Choosing the right business structure affects your personal liability, taxes, management, and how easily you can bring in partners or investors. We help you compare your options and handle the formation process from start to finish.
Choosing an Entity
Guidance on whether a limited liability company (LLC), corporation, partnership, or sole proprietorship best fits your goals, ownership, and plans for growth.
LLC Organization
Preparation and filing of Articles of Organization with the California Secretary of State, the initial Statement of Information, and an operating agreement tailored to your company.
Corporation Formation
Preparation and filing of Articles of Incorporation, bylaws, shareholder agreement, initial board resolutions, and the issuance of shares to founders.
Protecting Your Personal Assets
A properly formed and maintained entity can help separate your personal property from business debts and liabilities. We explain the steps that help keep that protection in place, such as separate bank accounts, written agreements, and up-to-date state filings.
Keep in mind that most California LLCs and corporations owe an annual minimum franchise tax and must file a Statement of Information on a regular schedule. We can explain these ongoing requirements before you form your business.
For property owners & investors
LLCs & Corporations for Rental Property
Many property owners choose to hold rental and investment real estate in an LLC or corporation to help separate the property from their personal assets and to organize ownership with family members or partners. We help you set up the business entity and complete the transfer of your property into it.
Forming an Entity to Own Real Estate
Organization of an LLC or corporation to hold one or more rental properties, including the filings with the California Secretary of State and an operating agreement or bylaws written for a property-holding business.
Transferring Your Property to the Business
After the entity is formed, we prepare the deed transferring the property from you to your LLC or corporation, along with the Preliminary Change of Ownership Report, and record the documents with the county recorder.
Co-Owners, Family & Partners
Agreements that set out each owner’s share of the property, how rental income and expenses are divided, who manages the property, and what happens if an owner wants to sell or passes away.
Reviewing the Details Before You Transfer
Moving real estate into a business entity can affect property taxes, your mortgage, title insurance, and property insurance. We review these issues with you before the deed is recorded, so there are no surprises.
Learn more about our deed preparation and title transfer services and our real estate law services.
Put the deal in writing
Operating Agreements, Bylaws & Shareholder Agreements
Many disagreements between owners start because they never agreed in writing on how important decisions would be made. A clear owners’ agreement sets expectations from the beginning and gives everyone a roadmap when circumstances change.
LLC Operating Agreements
For single-member and multi-member LLCs, covering ownership percentages, management, voting, distributions, and what happens when a member wants to leave.
Partnership Agreements
Written terms for general and limited partnerships, including capital contributions, profit and loss sharing, duties of each partner, and how the partnership can be dissolved.
Shareholder & Buy-Sell Agreements
Terms for transferring ownership, valuing a departing owner’s interest, and handling the death, disability, divorce, or retirement of an owner.
Corporate Bylaws
Bylaws that set out how your corporation is governed, including the roles of directors and officers, how meetings and votes are held, and how shares may be issued or transferred.
Amendments & Modifications
Updates to existing operating agreements, bylaws, and shareholder agreements when your business changes, such as adding or removing an owner, changing ownership percentages, updating management or voting rules, or revising buyout terms.
A carefully drafted agreement helps prevent misunderstandings between owners and makes it clear how the business will be run, how profits are shared, and how disagreements will be resolved.
Clear terms, fewer disputes
Contract Drafting & Review
A well-written contract protects your business by spelling out exactly what each party has promised. We draft new agreements and review contracts that others have asked you to sign, so you understand your obligations and risks before you commit.
Business Contracts We Prepare & Review
Service agreements, vendor and supplier contracts, independent contractor agreements, non-disclosure (confidentiality) agreements, and other agreements used in day-to-day operations.
Contract Review Before You Sign
We identify unclear terms, one-sided provisions, payment and termination issues, liability limits, and dispute resolution clauses, and suggest changes to protect your interests.
Contract & Agreement Modifications
Amendments, addendums, and extensions to existing contracts and agreements when terms, pricing, timelines, or the parties’ needs change, so your updated arrangement is clearly documented in writing.
Personal Contracts
We also help individuals with personal agreements, such as private loans and agreements between family members or friends.
Protect the transaction
Buying or Selling a Business
Buying or selling a business is one of the most significant transactions an owner will make. We help buyers and sellers understand the terms of the deal and document the sale so that it closes smoothly.
Letters of Intent & Negotiation
Review of the key terms early in the process, including price, payment structure, timing, and conditions to closing.
Due Diligence
Review of the business’s contracts, leases, licenses, liabilities, and records so a buyer knows what is being purchased.
Purchase Agreements
Preparation and review of asset purchase agreements and stock or membership interest purchase agreements, including representations, warranties, and seller protections.
Closing Documents
Bills of sale, assignments of contracts and leases, and related documents needed to transfer the business, along with coordination with escrow where applicable.
A free consultation to start
Free Initial Consultation
Every business is different. During a free initial consultation, we will listen to your situation, answer your questions, and explain the options available to you.
To help us make the most of our time, please bring any related documents, such as existing contracts, formation documents, owners’ agreements, letters, or emails.
Call or message our office for a free initial consultation to discuss your business needs and legal options.
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Answers to common questions
Business Law Questions
Should I form an LLC or a corporation?
It depends on your goals, the number of owners, how you plan to pay yourself, and whether you expect to bring in investors. We can walk you through the differences and help you choose the structure that fits.
Can I put my rental property into an LLC?
Yes. We can form the LLC and then prepare and record the deed transferring the property into it. Before the transfer, we review possible effects on property taxes, your mortgage, and your insurance.
Can you review a contract someone else wrote?
Yes. Reviewing a contract before you sign is often far less costly than resolving a dispute later. We explain what the contract says and recommend changes to protect you.
Do you offer consultations in Vietnamese?
Yes. We offer consultations in both English and Vietnamese.
The information on this page is general and is not legal advice. Contacting our office does not create an attorney-client relationship.
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Let’s Talk About Your Next Step
Start with a free initial consultation to discuss your business formation, contracts or agreements. Serving San Jose and all of California, in English and Vietnamese.