By the Templateez Team · Licensed Attorney · June 2026

Corporate Formation Intake Forms: What Business Attorneys Need to Capture Before Filing

A client walks in and says they want to start a business. That sentence contains almost no actionable information. They might need a single-member LLC filed in their home state with a standard operating agreement, or they might need a multi-class equity structure in Delaware with an S-corp election, a separate management company, and IP assignment agreements for three co-founders. The distance between those two engagements is enormous, and your intake form is what closes the gap between "I want to start a business" and a filing you can actually prepare.

Most business formation intakes collect a name, an address, and maybe the entity type the client thinks they want. That is not enough. A thorough corporate formation intake form captures the full picture — the business purpose, the ownership structure, the tax strategy, and the post-formation steps that the client does not know they need yet. Here is what that form should include.

Entity type selection: the foundational decision

Every formation engagement starts with entity selection, and most clients arrive with an opinion based on something they read online or heard from a friend. Your intake needs to capture both what the client wants and the information you need to advise them on what they actually need:

• LLC — the default for most small businesses. Limited liability, pass-through taxation, flexible management structure. Single-member or multi-member, which changes the tax treatment and the complexity of the operating agreement.
• S-Corporation — not a formation type but a tax election layered on top of an LLC or corporation. Clients frequently say "I want an S-Corp" without understanding that they are forming either an LLC or a corporation and then electing S-corp tax status. Your intake should capture whether the client is asking for entity-level formation, a tax election, or both.
• C-Corporation — the structure for businesses planning to raise institutional capital, issue multiple classes of stock, or eventually go public. If the client mentions venture capital, angel investors, or stock options for employees, a C-Corp is likely the right vehicle regardless of what they walked in requesting.
• Partnership — general partnership, limited partnership (LP), or limited liability partnership (LLP). LPs are common in real estate and investment funds. LLPs are typical for professional firms. General partnerships offer no liability protection and exist mostly when people go into business together without filing anything at all, which is often the situation you are cleaning up.
• Sole proprietorship — technically not a formation, but clients who are operating as sole proprietors often need to be told why forming an entity matters. Your intake should capture whether the client is currently operating without an entity and what liabilities they are exposed to.
• Nonprofit — 501(c)(3) or other exempt categories. Nonprofits require a different formation path entirely: articles of incorporation with specific IRS-required language, bylaws with conflict-of-interest provisions, and a Form 1023 or 1023-EZ application for tax-exempt status. Capture the charitable purpose and whether the client understands that nonprofit does not mean no revenue — it means no private inurement.
• Professional entities — PLLC, PC, or professional corporation. Required in most states for licensed professionals (attorneys, physicians, accountants, engineers, architects). Your intake should note the client's professional license type and state, because professional entity rules vary significantly by jurisdiction and profession.

Jurisdiction of formation: where to file and why

Jurisdiction selection is the second decision, and it is one clients rarely understand. Many have heard that Delaware is "the best state for business" without knowing why or whether it applies to them. Your intake should capture the information needed to make this decision properly:

• State where the business will primarily operate — this is usually the right state to form in. A single-location retail business in New Jersey gains nothing from a Delaware LLC. It will still need to register as a foreign LLC in New Jersey, pay New Jersey taxes, and now also pay Delaware franchise fees. The client ends up with two states of compliance instead of one.
• Delaware — the choice for C-Corporations raising capital, companies anticipating litigation in the Court of Chancery, or businesses with investors who expect Delaware governance. Delaware's well-developed body of corporate case law and the Court of Chancery's expertise in business disputes are the actual advantages — not vague notions of "business-friendly" laws.
• Wyoming and Nevada — no state income tax, strong asset protection statutes, privacy features (Wyoming does not require public disclosure of members). Appropriate for holding companies, asset protection planning, or businesses with no physical presence in any particular state. Not appropriate for a business that operates in a different state and would need to foreign-qualify anyway.
• Multi-state operations — if the business will operate in multiple states from day one, capture which states and what activities occur in each. This determines where foreign qualification filings are needed immediately versus where they can wait.

Business purpose and planned activities

Articles of organization and incorporation require a statement of business purpose. Most attorneys use "any lawful business" as the default, which is fine for the filing but does not help you advise the client. Your intake should capture the actual business plan in enough detail to identify regulatory issues, licensing requirements, and industry-specific formation considerations:

• Primary business activities — what does the company actually do? Manufacturing, consulting, software development, real estate investment, retail, food service, healthcare. Each of these has different licensing, insurance, and regulatory implications that affect how you structure the entity.
• Regulated industry indicators — will the business handle money (money transmitter licensing), sell alcohol (liquor license, special entity requirements in some states), provide healthcare services (professional entity requirements, HIPAA), handle firearms, cannabis, or other federally regulated products?
• Planned revenue model — product sales, service fees, subscription, licensing, royalties. This matters for tax planning and for structuring the operating agreement's distribution provisions.

Owners: members, shareholders, and partners

Ownership is where formation intakes get complicated, because every additional owner multiplies the number of decisions that need to be made. For each owner, capture:

• Full legal name and address — as it will appear on formation documents and the operating agreement. For entity owners (an LLC owned by another LLC or a trust), you need the entity's legal name, jurisdiction of formation, and the name of the individual authorized to act on its behalf.
• Ownership percentage — the percentages must add up to 100, and disagreements about ownership splits are better surfaced at intake than discovered during operating agreement drafting. If the founders have not agreed on percentages, note that — it is a conversation you need to facilitate before you can draft anything.
• Capital contributions — what is each owner contributing? Cash, property, intellectual property, services, sweat equity. The nature and value of contributions affect tax basis, the operating agreement's capital account provisions, and whether the contribution triggers a taxable event.
• Vesting — are any ownership interests subject to vesting? This is standard in startups (four-year vesting with a one-year cliff) and should be captured at intake because it fundamentally changes the operating agreement or stockholders' agreement.

Management structure

How the business will be managed is a question most clients have not considered, but it directly shapes the governance documents you draft:

• LLC management — member-managed (all members have authority to act) or manager-managed (one or more designated managers run day-to-day operations while other members are passive). Multi-member LLCs with passive investors should almost always be manager-managed. Single-member LLCs are member-managed by default.
• Corporate officers and directors — for corporations, capture the initial board of directors (names, titles) and officers (President/CEO, Secretary, Treasurer/CFO at minimum). Many states allow a single person to hold all officer positions and serve as the sole director.
• Decision-making authority — what decisions require unanimous consent versus majority vote? What actions require member or shareholder approval versus manager or board approval? These provisions go into the operating agreement or bylaws, but the client's expectations need to be captured at intake so the drafting reflects the actual business relationship.

Registered agent and principal office

Every entity needs a registered agent in its state of formation and in every state where it is foreign-qualified. Your intake should capture:

• Registered agent selection — will the client serve as their own registered agent (only possible if they have a physical address in the formation state), use your firm's registered agent service if you offer one, or use a commercial registered agent service?
• Principal office address — the address that goes on formation documents. For home-based businesses, discuss whether the client wants their home address on a public filing or prefers a registered agent address or virtual office.

Tax elections and planning

Tax treatment is inseparable from entity selection, and your intake form is where you capture the information needed to make the right election. The tax implications often overlap with issues handled in tax law engagements, particularly for clients converting existing business structures:

• Default vs. elected tax treatment — a single-member LLC is a disregarded entity by default (taxed on the owner's personal return). A multi-member LLC is taxed as a partnership by default. Either can elect to be taxed as an S-Corp or C-Corp. Your intake should capture the client's current understanding and preferences so you can advise on the optimal election.
• S-Corp election timing — Form 2553 must be filed within 75 days of formation (or by March 15 for the current tax year if the entity already exists). This deadline is critical and frequently missed. Your intake should flag whether the client wants an S-Corp election so you can calendar the deadline immediately.
• Fiscal year — calendar year (December 31) or fiscal year? S-Corps are generally required to use a calendar year. C-Corps can choose. This affects the first tax return filing deadline.
• State tax considerations — does the formation state impose a franchise tax, gross receipts tax, or minimum tax on the entity type the client is forming? Delaware LLCs pay a flat $300 annual tax. California LLCs pay an $800 minimum franchise tax starting in year two. These ongoing costs should be disclosed at intake.

Operating agreement and bylaws: the governance framework

The operating agreement (for LLCs) or bylaws (for corporations) is the governing document that controls how the business operates. Your intake should capture the client's positions on the key provisions, even if the client does not yet know what these provisions are:

• Voting rights — proportional to ownership, or are certain decisions weighted differently? Are there different classes of membership interests or stock with different voting rights?
• Distributions — when and how are profits distributed? Pro rata based on ownership, or are there preferred returns, guaranteed payments, or special allocation provisions? This is where the operating agreement diverges most sharply from a template — distribution waterfalls in real estate and investment entities can be extraordinarily complex.
• Transfer restrictions — can an owner sell or transfer their interest? Most operating agreements include a right of first refusal, drag-along and tag-along rights, and restrictions on transfers to competitors. Capture whether the owners have discussed what happens if one of them wants out.
• Dissolution triggers — what events cause the company to dissolve? Death of a member, bankruptcy, unanimous vote, judicial dissolution? These provisions are rarely discussed at formation and frequently litigated later.
• Buy-sell provisions — if an owner dies, becomes disabled, or wants to exit, how is their interest valued and purchased? Formula-based valuation, independent appraisal, or fixed price updated annually? This is the provision most often missing from template operating agreements and most often needed in practice.

Post-formation setup: EIN, banking, licenses, and compliance

Formation is not complete when the state returns the stamped articles. Your intake should capture what the client needs beyond the filing itself, because these post-formation steps are where most business owners stall:

• EIN application — the entity needs an Employer Identification Number from the IRS before it can open a bank account, hire employees, or file tax returns. Capture whether the client wants your firm to handle the EIN application (Form SS-4, available online with immediate issuance) or will do it themselves.
• Business bank account — the client needs to open a dedicated business account to maintain the liability shield. Commingling personal and business funds is the fastest way to pierce the corporate veil. Note whether the client understands this requirement.
• Business licenses and permits — municipal business licenses, state-specific permits, industry licenses (contractor license, food handler permit, professional license). Capture the business location and activities so you can identify what permits are required.
• DBA / trade name — if the business will operate under a name different from its legal entity name, a "doing business as" filing is required in most jurisdictions. Capture the trade name and check availability.

For many clients, entity formation is the first step toward a transaction — a partnership buy-in, an asset purchase, or a commercial lease. Once the entity exists, a commercial transactions intake form captures the deal-specific details that a formation intake does not cover, from purchase price allocation to due diligence scope.

Existing business considerations

Not every formation is a new venture. Many clients come in with an existing business that needs to be restructured. Estate planning attorneys see this regularly when clients need entity restructuring as part of succession planning. Your intake should capture:

• Existing entity — is the client converting a sole proprietorship to an LLC, converting an LLC to a corporation, merging entities, or dissolving one entity and forming another? Each path has different tax consequences and filing requirements.
• Existing contracts and obligations — does the existing business have leases, vendor agreements, customer contracts, or loans that need to be assigned to the new entity? Assignment provisions and consent requirements in existing contracts can complicate conversions.
• Employees — does the existing business have employees? Changing entity structure affects payroll tax accounts, unemployment insurance, workers' compensation, and benefits plans. All of these need to be transitioned to the new entity.

Intellectual property and branding

The entity's name and brand identity need to be clear before you file, not after:

• Entity name availability — has the client checked whether the name is available with the secretary of state? Many clients assume their desired name is available without checking, and discovering a conflict after drafting all formation documents wastes everyone's time.
• Trade name and domain — does the client have a matching domain name? Is the desired name available as a social media handle? These are not legal requirements, but they are practical ones that affect whether the client will want to change the name three months after formation.
• Trademark considerations — even if the state name search comes back clear, the name could infringe an existing federal trademark. Capture whether the client wants a preliminary trademark search before committing to the name, and whether they plan to seek federal trademark registration after formation.
• IP assignment — if founders developed intellectual property (software, designs, inventions, content) before formation, that IP is personally owned, not company-owned. An IP assignment agreement is needed to transfer pre-formation IP into the entity. Capture whether pre-existing IP exists and what form it takes. For matters that involve substantial IP assets, a dedicated IP intake form captures the trademark clearance, patent prosecution, and trade secret protection fields that a formation intake does not cover.

Building the engagement from a complete intake

A corporate formation intake that captures entity type, jurisdiction, ownership, management, tax elections, governance provisions, and post-formation needs does more than organize information for the filing. It defines the scope of the engagement. A client who walks in saying "I need an LLC" might actually need an LLC with an S-Corp election, a multi-member operating agreement with buy-sell provisions, an IP assignment agreement, a trademark search, and EIN application — and each of those is a billable deliverable that should be scoped and quoted at intake, not discovered mid-engagement.

The intake form is also the client's first signal that you handle formations with the rigor they deserve. When a prospective client fills out a form that asks about vesting schedules, capital contribution types, and Form 2553 deadlines, they understand they are working with an attorney who has handled enough formations to know what questions matter.

If you are building out documentation across a full legal practice, the Legal Bundle includes corporate formation alongside 37 other legal practice areas, each with practice-specific intake fields.