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Business Formation Documents

Attorney-drafted templates and preparation guides for Pennsylvania business formation, governance, and compliance documents.

Content prepared under the supervision of a PA licensed attorney. Last updated April 2026.

Notice: Business entity selection and formation involve legal, tax, and liability considerations that vary by situation. This information is provided for educational purposes. Consult with a licensed attorney and tax professional for guidance specific to your business.

LLC Operating Agreement

LLC

Comprehensive operating agreement covering member rights, profit distribution, management structure, voting, transfer restrictions, and dissolution provisions. Single-member and multi-member versions available.

Member capital contributions
Profit/loss allocation
Management authority
Transfer restrictions
Dissolution procedures
Buy-sell provisions

Articles of Incorporation

Corporation

PA Department of State filing document (DSCB:15-1306) for forming a corporation. Includes required provisions and optional protective clauses.

Corporate name and purpose
Authorized share structure
Registered office address
Incorporator information
Optional indemnification clause

Corporate Bylaws

Corporation

Internal governance rules for board meetings, officer roles, shareholder rights, and corporate procedures. Essential for maintaining the corporate veil.

Board of directors provisions
Officer roles and duties
Shareholder meeting rules
Quorum requirements
Amendment procedures
Indemnification provisions

General Partnership Agreement

Partnership

Written agreement defining partner rights, duties, profit sharing, decision-making authority, and dissolution procedures. Strongly recommended even though PA does not require one.

Capital contributions
Profit/loss sharing ratios
Management duties
Decision-making authority
Withdrawal and dissolution
Non-compete provisions

Limited Partnership Agreement

Limited Partnership

Agreement for LP structures defining general partner management authority and limited partner investment rights. Critical for maintaining liability protection.

General partner duties
Limited partner rights
Capital call provisions
Distribution waterfall
Transfer restrictions
Dissolution triggers

Certificate of Organization (LLC)

LLC

PA Department of State filing document (DSCB:15-8821) for forming an LLC. Template with all required and recommended provisions.

LLC name
Registered office
Organizer information
Management structure election
Effective date

S-Corp Election (Form 2553 Guide)

Corporation / LLC

Step-by-step guide and preparation checklist for filing IRS Form 2553 to elect S-Corporation tax treatment. Includes deadline calculations and shareholder consent forms.

Eligibility checklist
Filing deadline calculator
Shareholder consent forms
Late election relief procedures

Nonprofit Articles of Incorporation

Nonprofit

Articles with required 501(c)(3) language including purpose clause, dissolution clause, and private inurement prohibition. PA filing form DSCB:15-5306.

Charitable purpose clause
Dissolution clause (501(c)(3))
Private inurement prohibition
Political activity limitations
Registered office

Benefit Corporation Articles

Benefit Corporation

Articles of incorporation with required benefit purpose provisions for PA benefit corporations (Act 170 of 2012).

General public benefit statement
Specific benefit purpose (optional)
Benefit director provisions
Third-party standard selection

Fictitious Name Registration

All Entities

PA Form DSCB:54-311 preparation guide and template for registering a DBA (doing business as) name with the Department of State.

Name availability search guidance
Form completion instructions
Filing fee information ($70)
Renewal reminders (10-year cycle)

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