Starting a business in Washington takes more than a filing with the Secretary of State. The entity you choose, and the documents behind it, decide who controls the company, how profits are taxed, and whether your personal assets stay protected when something goes wrong. Martin J. Kreshon III helps founders, partners, and growing companies in Shoreline and across the Seattle area set up their businesses correctly from day one.
Martin is a business attorney and an entrepreneur himself, so his advice is practical: the right structure for how you actually plan to run, fund, and eventually sell your company.
Why business formation deserves a lawyer’s attention
Online filing services can get your company on record with the Washington Secretary of State. What they cannot do is advise you. They will not ask what happens if a co-owner stops contributing, whether your profession requires a PLLC, or how to bring in an investor without giving up control.
Many business disputes trace back to decisions made at formation: a missing operating agreement, a handshake partnership, or ownership percentages nobody wrote down. Getting these details right at the start costs far less than untangling them later.
Choosing the right business entity in Washington
Entity selection is the first and most important formation decision. Here is how the most common options compare:
| Entity | Liability protection | How it is taxed | Often a fit for |
|---|---|---|---|
| Sole proprietorship | None. You are personally responsible for business debts. | Profits reported on your personal return | Solo owners testing an idea with little risk |
| General partnership | None. Each partner can be personally liable, including for the other partner’s actions. | Passed through to the partners | Rarely recommended. It can form automatically when two people go into business together without an entity. |
| Limited liability company (LLC) | Yes, when formed and maintained properly | Passed through by default, with the option to elect S corporation taxation | Most small and mid-sized businesses |
| Professional limited liability company (PLLC) | Yes for business obligations, though professionals remain responsible for their own professional work | Same options as an LLC | Licensed professionals such as accountants, architects, and health care providers |
| Corporation | Yes | Taxed as a C corporation, or as an S corporation if eligible | Companies planning to raise outside capital, issue stock, or offer equity to employees |
Washington also offers the social purpose corporation, a structure for companies that want to pursue a public benefit alongside profit.
A common point of confusion: an S corporation is not a separate type of entity. It is an S corporation election that an eligible LLC or corporation makes with the IRS, and it can reduce self-employment taxes once profits reach a certain level. Martin works alongside your CPA to decide whether and when the election makes sense.
If you work in a licensed profession, read Martin’s guide to LLC vs. PLLC in Washington before you file.
Business formation services
Martin handles every stage of setting up your company, from the first big decision to the records you will need years from now.
Entity selection and planning
A focused conversation about your goals, ownership, liability exposure, tax picture, and long-term plans, followed by a clear recommendation.
State filings and registrations
- Certificate of Formation for an LLC, or Articles of Incorporation for a corporation, filed with the Washington Secretary of State
- Business license and Unified Business Identifier (UBI) registration with the Washington Department of Revenue
- Registered agent setup, including whether to serve as your own agent or appoint one
- Sales tax registration guidance if you sell taxable goods or services
Governing and ownership documents
- Limited liability company (LLC) operating agreements
- Partnership agreements
- Corporate charter and bylaws
- Shareholder agreements, including buy-sell terms
- Friends and family investment documents
Corporate records and compliance
- Organizational resolutions and a complete corporate minute book
- Board of directors meeting minutes
- Compliance counseling to help keep your company in good standing
How the business formation process works
- Consultation. Martin learns about your business, your co-owners, and your plans for growth, funding, and succession.
- Recommendation. You receive a clear recommendation on entity type and ownership structure, explained in plain language.
- Filing. Martin prepares and files your formation documents with the state and guides your business license registration.
- Governing documents. Your operating agreement, bylaws, or shareholder agreement is drafted around how your business will actually run, then reviewed with you before signing.
- Organization and records. Your company is formally organized and your records are set up, so you are ready for banks, investors, and future buyers.
Washington details new business owners often miss
- Operating agreements are not filed, but they matter. Without one, Washington’s default LLC rules decide how decisions are made, how money is distributed, and what happens when a member leaves. Those defaults may not match what the owners intended.
- A registered agent is required. Every Washington LLC and corporation must keep a registered agent with a physical Washington address to receive legal papers.
- Annual reports keep your company active. Missing an annual report with the Secretary of State can lead to administrative dissolution.
- Washington taxes gross receipts. There is no state income tax, but most businesses owe business and occupation (B&O) tax on gross receipts, even in a year without a profit.
- Handshake partnerships are real partnerships. If you start earning money with a co-founder before forming an entity, the law may treat the two of you as a general partnership, with personal liability for both.
Who Martin helps
Martin works with business owners throughout Shoreline, Seattle, Edmonds, Lake Forest Park, Kenmore, Bothell, and Lynnwood, and serves clients across Washington State, including:
- First-time founders launching a new company
- Co-founders and partners who need clear ownership terms before they start
- Sole proprietors ready to add liability protection as they grow
- Licensed professionals forming a PLLC
- Family businesses planning for the next generation
- Growing companies bringing in investors or new owners
Why business owners work with Martin
Martin is a recovering litigator and a seasoned entrepreneur. Years in litigation gave him a close look at how business relationships break down, and running businesses himself keeps his advice practical and focused on what matters to owners.
- Admitted to practice in Washington (2016) and North Carolina (2012), and before the U.S. District Courts for the Western and Eastern Districts of Washington
- Former Managing Attorney at Ember Law PLLC and Of Counsel at Larsen Walters PLLC
- A direct line to your attorney: 206-929-0609
Read client reviews for Martin on Avvo.
Business formation FAQs
Do I need a lawyer to form an LLC in Washington?
Washington does not require one, and you can file a Certificate of Formation yourself. A lawyer adds value in the decisions around that filing: choosing the right entity, drafting an operating agreement that fits your ownership, and avoiding problems that tend to surface later with partners, lenders, or buyers.
Should I form an LLC or a corporation?
For most small and mid-sized businesses, an LLC offers liability protection with less paperwork and flexible tax options. A corporation often makes more sense if you plan to raise venture capital, issue stock options, or bring on many investors. The right answer depends on your funding plans and tax situation.
Does Washington require an operating agreement?
The state does not require you to file one. Even so, every multi-member LLC should have one, and single-member LLCs benefit too. Banks and investors often ask to see it, and it helps show that your business is separate from you personally.
Can I be my own registered agent?
Yes, if you have a physical Washington address where you can reliably receive legal papers. Many owners appoint a separate agent for privacy, since the registered agent’s address is public record.
How long does business formation take?
State filings can move quickly, especially when submitted online. Drafting governing documents takes longer when several owners or investors are involved. Martin will give you a realistic timeline during your consultation.
What does business formation cost?
Cost depends on the type of entity, the number of owners, and which documents you need, plus state filing fees. Contact Martin to discuss the scope of your project and his fees.
I already formed my business online. Can Martin still help?
Yes. Many owners file their formation documents online and skip the governing documents. Martin can review your current setup, draft missing agreements, and bring your company records up to date.
Start your business on solid legal ground
Whether you are forming your first company or bringing on a new partner, Martin can help you build a structure that protects you and supports your growth.
Direct line: 206-929-0609
Office: 17713 15th Ave NE, Suite 101, Shoreline, WA 98155
Attorney advertising. This page provides general information, not legal advice, and reading it does not create an attorney-client relationship. Responsible attorney: Martin J. Kreshon III.