Vol. 1 · No. 19 · May 2026
The Journal.
The honest way to read about U.S. company formation. Every piece is editorially locked before we run any affiliate link, and we date our freshness checks like a legal filing.
Lead story
Holding company structures in September 2017: what actually works
One parent, several operating subs, and a file of intercompany paper that no one wants to write until a creditor asks for it
holding company is a legal wrapper whose only job is to own other legal wrappers. The point is isolation: a lawsuit against the restaurant does not reach the building, and a tax…
Editor's selection
Guides
Pennsylvania in September 2017: a new LLC Act, a flat filing fee, and a tax code that punches above its weight
$125 to form, no annual report, and a corporate rate most founders never have to pay
Reference
Foreign-qualifying a Delaware LLC in California, Texas, and New York
Three states, three filing forms, three compliance calendars, and one Delaware good-standing certificate that has to arrive first
By section
All sections →
Guides
- Pennsylvania in September 2017: a new LLC Act, a flat filing fee, and a tax code that punches above its weight Sep 12
- Georgia in August 2017: what the formation actually costs Aug 8
- Colorado in July 2017: a $50 filing and a $10 annual report Jul 4
- Washington in June 2017: the LLC with no income tax and a gross-receipts tax Jun 6
The full index
- №67 The CFPB arbitration rule, finalized A ban on class-action waivers in consumer financial contracts, an October Senate fight, and a rule that may not outlive its own effective date
- №66 The DBA, demystified: what a fictitious name is and isn't A county-clerk filing, a newspaper notice, and a name that gives you permission to do business — not ownership of it
- №65 Georgia in August 2017: what the formation actually costs A $100 filing fee online, a $50 annual registration due April 1, and a state that has been ranked number one for business for five years running
- №64 The 83(b) election: a 30-day window with no snooze button Why founders pay ordinary income on a grant they haven't earned, and how to send the letter so the IRS actually receives it
- №63 Delaware's 2017 LLC Act amendments, read in plain English What Senate Bill 72 actually changes, why Obeid v. Hogan is on every Delaware lawyer's desk, and what takes effect August 1
- №62 The Delaware statutory trust, for people who keep running into it A 1988 statute that now holds mutual funds, mortgage pools, and most of the 1031 real-estate market
- №61 Colorado in July 2017: a $50 filing and a $10 annual report A flat 4.63% income tax, an online-only Secretary of State, and a state economy the cannabis boom quietly rewired
- №60 How to do a check-the-box election without breaking anything Form 8832, the 75-day rule, and the 60-month lockout that quietly kills bad timing
- №59 Section 385 documentation: the January 1, 2018 date is now on the table Treasury's review of the 2016 debt-equity regs is due this week, and the documentation rules are the piece most likely to slip
- №58 The cooperative, in June 2017: when one-member-one-vote is the right legal form Patronage dividends under Subchapter T, Capper-Volstead protection for farmers, and a worker-co-op movement that finally has a statute built for it
- №57 Washington in June 2017: the LLC with no income tax and a gross-receipts tax A $200 online filing, a $71 yearly renewal, and a Business & Occupation tax that surprises founders who read only the headline
- №56 Preparing a member-to-member LLC buyout without wrecking the tax outcome Seven steps from the operating agreement to the BOI update, and where the money actually moves
- №55 State conformity to federal tax changes, the lag problem Why the state income-tax base sometimes drifts from the federal one for years, and what pass-through owners should know before filing
- №54 The nonprofit corporation, examined: two filings, two sovereigns A state-chartered entity and a federal tax ruling are different legal acts, and conflating them is the most common way founders burn the first year
- №53 Illinois in May 2017: the $500 LLC, and what the budget fight means for it The highest formation fee in the country, a replacement tax most founders have never heard of, and a tax hike working its way through Springfield
- №52 What a first-year LLC actually costs in 2024 The line items, the state spread, and the one fee that turns a $700 budget into $1,500
- №51 Estate planning under the 2017 federal exemption $5.49 million per person, $10.98 million per couple, and a state map that keeps changing
- №50 The sole proprietorship in 2017: the default you already are No filing, no shield, and a 15.3% self-employment tax bill that surprises people every April
- №49 Massachusetts in April 2017: the $500-and-$500 state A filing fee as large as the annual report fee, a biotech cluster that pays it anyway, and a statute book that hasn't moved in years
- №48 How to read a Delaware franchise tax notice Why a two-person C-corp gets a $75,000 bill in February and what to do about it
- №47 Texas franchise tax: the 2017 filing season review A $1,110,000 threshold, a 0.75% headline rate, and a legislature that keeps promising to kill the whole thing