
Donald M. Pepe
Partner
732-568-8370 dpepe@sh-law.comFirm Insights
Author: Donald M. Pepe
Date: April 25, 2016

Partner
732-568-8370 dpepe@sh-law.comWhen forming a new business, there is a lot of paperwork. Many of the documents and contracts are required by the New Jersey Secretary of State, while others are simply good practice.
For sole proprietors and partnerships, the filing requirements are fairly limited. However, if the business name does not include the first and last name of the owner(s), you must register it as an assumed name, i.e. Back Street Yoga Studio.

On the other end of the spectrum, forming a corporation requires filing articles of incorporation with the Secretary of State. The articles of incorporation require specific information, including the legal name of the company, the address of a registered office located in the state of New Jersey, the total number of shares authorized and the names and addresses of the incorporators. Incorporators may use the form provided by the state, which requires only basic information. However, drafting articles of incorporation specific to your business plan allows you to add to or modify the basic statutory provisions set forth in the Business Corporation Act of New Jersey to fit your business.
Every Red Bank business also needs governing documents. The exact nature of the document depends on your business structure, i.e. whether you are starting a partnership, limited liability company or corporation.
Partners should always execute a partnership agreement, even though not required by law. The partnership agreement should minimally address crucial issues such as the financial contributions of the partners, the allocation of management duties, the distribution of profits and losses, the procedures for resolving disputes and rights upon termination. Having an agreement in place not only allows the business to run more smoothly, but also helps avoid partnership disputes and other commercial litigation.
More sophisticated business entities like LLCs require an operating agreement. The binding contract provides the structure for the company’s management and financial decisions. Most importantly, the agreement formalizes that the members will have no personal liability to the LLC. Like a partnership agreement, the operating agreement should also describe the ownership shares of the members, the responsibilities of each member, the management structure of the company, the rules for holding meetings and taking votes and the procedures for transferring ownership if a member leaves, dies or becomes incapacitated.
Starting a Red Bank business can be a daunting task. Having an experienced and knowledgeable business lawyer on your side can help your startup succeed.
No Aspect of the advertisement has been approved by the Supreme Court. Results may vary depending on your particular facts and legal circumstances.

Small businesses considering buying commercial property in New Jersey must evaluate a range of legal, financial, and operational factors. While ownership can offer long-term value and control, it also introduces significant risks if not properly structured. This guide outlines key considerations to help New Jersey business owners make informed decisions, minimize legal exposure, and successfully […]
Author: Robert L. Baker, Jr.

On January 28, 2026, staff of the U.S. Securities and Exchange Commission’s Divisions of Corporation Finance, Investment Management, and Trading and Markets issued a joint statement clarifying how existing federal securities laws apply to tokenized securities. The SEC’s “Statement on Tokenized Securities” does not establish new law, but it does provide greater clarity on the […]
Author: Dan Brecher

Operating a business in the New Jersey and New York City metropolitan region offers incredible opportunities, but it also requires navigating a dense and highly regulated legal environment. From entity formation to regulatory compliance, seemingly minor legal oversights can expose business owners to significant risk. In our work with businesses throughout the region, our attorneys […]
Author: Dan Brecher

High-profile founder litigation is more than just a media spectacle. For startup founders, these cases underscore the legal and structural risks that can arise when rapid growth outpaces formal oversight. While launching a new company can be both an exciting and deeply rewarding endeavor, founders must be mindful that it also comes with significant risks. […]
Author: Dan Brecher

Every New Jersey company should periodically evaluate its governance framework. Strong corporate governance protects directors and officers, builds investor confidence, reduces litigation exposure, and positions a company for sustainable growth. The first quarter of the year is a great time to evaluate your corporate governance practices and perform any routine maintenance needed to keep that […]
Author: Ken Hollenbeck

Being served with a lawsuit is one of the most stressful legal events a business or individual can face. Whether the claim involves a contract dispute, an employment matter, an intellectual property issue, or another legal challenge, the actions you take in the first few days can significantly shape the outcome of your case. Acting […]
Author: Robert E. Levy
No Aspect of the advertisement has been approved by the Supreme Court. Results may vary depending on your particular facts and legal circumstances.
Consider subscribing to our Firm Insights mailing list by clicking the button below so you can keep up to date with the firm`s latest articles covering various legal topics.
Stay informed and inspired with the latest updates, insights, and events from Scarinci Hollenbeck. Our resource library provides valuable content across a range of categories to keep you connected and ahead of the curve.
Let`s get in touch!
Sign up to get the latest from the Scarinci Hollenbeck, LLC attorneys!