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Bakman Yusupov & Co.
02 Service · Advisory & Entity Structuring

The questions other firms cannot answer.

Entity structure is usually where the biggest money gets made or lost, and it is where most firms default to copy-paste answers. We do not. When a client needs to restructure, convert, combine, spin off, bring in a partner, or set up a holding structure, the work requires genuine thinking. Every situation is different. We approach it that way.

Same-day default. 48-hour maximum.

One more thing we bring that no software does: repetition. You will face most of the decisions on this page once, maybe twice. We sit across from them every month, across a few hundred businesses, and the shortcuts come from exactly that seat: what worked, what broke, and which clever structure aged badly. When we say do this instead of that, it is usually because we watched the other branch play out somewhere else first.

Entity selection for new ventures

A new venture's entity decision is almost always more consequential than the founder thinks. Sole prop vs LLC vs S-corp vs C-corp sounds like a simple choice. The real decision depends on the expected income profile, the state mix, the retirement posture, the exit strategy, the number of owners, and whether outside capital is coming in within two years. We run the specific model on the specific client rather than reaching for the default answer.

S-corp conversion analysis

Most firms convert every Schedule C client above a rough income threshold. We model the specific four-way comparison: current Schedule C, S-corp at minimum reasonable comp, S-corp optimized for retirement, and S-corp optimized for QBI. For SSTB professions in the QBI phase-out range, the answer is often not what the generic online calculator suggests.

Multi-entity holding structures

Growing businesses sometimes outgrow a single-entity structure. A holding company with operating subsidiaries creates options: separating liability, facilitating partner buy-ins at the operating level, allowing different economic splits across verticals, and simplifying eventual sale. The structure is real work to design and even more work to maintain correctly. We do both.

Partnership formation and drafting input

We are not your lawyer. But we read operating agreements in detail, and we give your attorney meaningful tax and allocation input while the document is still in draft. The difference between a partnership agreement that reads well on paper and one that functions cleanly on tax returns is usually something the drafting attorney did not flag. We catch those before the ink is dry.

Partner buy-ins and buy-outs

A partner joining or leaving is a real tax event for the entity and for each partner. Section 754 election considerations, 736(a) vs 736(b) treatment for a departing partner, basis calculations for the incoming partner, and the cash-flow implications on both sides require coordination across a full year, not a single return. We structure the transition before it happens and document it after.

Real estate entity architecture

Real estate investors often end up with entity structures that grew organically and no longer serve them. Too many single-purpose LLCs. No holding layer. Section 754 decisions never made. Capital-account schedules never maintained. We review the existing structure, flag what should be rebuilt, and implement the rebuild in coordination with counsel.

Holding companies for operating businesses

A holding company that owns the operating business, the office building, and the IP can make the eventual sale materially cleaner. The time to set up that structure is not the week before the sale. It is three to five years earlier, when the move is still low-friction and before it looks purposeful to an acquirer.

Coordination with legal counsel

We work with the client's attorney. We do not try to replace them, and we do not defer to them on the tax and financial structure. The right engagement has us sitting next to counsel, each contributing our lens, rather than in sequence with neither of us owning the whole picture.

When we own the work and when we pull in specialists

The structural analysis and tax treatment are ours. For valuation work, specialized ERISA questions, and highly specialized tax opinions, we pull in specialists we have worked with for years. The coordination and the advisory relationship stay with us.

The information on this page describes services we offer and general considerations for the subject matter. It is not advice for your specific situation, does not create a client relationship, and should not be relied upon without direct consultation. Tax and accounting rules change frequently. Specific outcomes depend on the facts of each engagement and the terms of a signed engagement letter. Dollar figures and examples are illustrations, not projections of your results.

Clarity for complex financial decisions.

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