Shopify sellers, Amazon FBA operators, and online brand owners: a single product dispute, platform ban, or supplier issue shouldn't be able to destroy the brand you've built. The right structure separates your IP from your operations so the brand survives anything that happens to the operating company.
The gap
The structure
The key point: If your operating S-Corp gets sued over a product defect, a platform ban freezes your account, or a supplier dispute goes to court — your brand name, your customer list, and your trademarks are in a different entity entirely. The S-Corp can be dissolved and rebuilt. The brand continues operating under the IP LLC.
After formation
The entity structure is only the foundation. These steps activate the protection.
IP Assignment Agreement
Formally assign your trademark, brand name, domain, customer list, and any registered IP to the IP Holding LLC. Without this, the IP LLC owns nothing — it's just an empty shell.
IP License Agreement
The IP LLC licenses the brand back to the S-Corp. Define the royalty rate (typically 5–15% of revenue) and quality control terms. This document is what makes the separation legally real.
Platform account updates
Update Shopify, Amazon Seller Central, Stripe, PayPal, and any other platform to register the S-Corp as the business entity. The S-Corp is now the operator of record — not your personal name.
Trademark registration
The IP LLC owns the trademark application, not the operating entity. File with the USPTO under the IP LLC's name. This is the step most brand owners skip — don't.
Inventory transfer
Issue a bill of sale transferring existing inventory from your personal name or prior entity to the S-Corp. Keep clean records of the transfer date and valuation.
Whats included
Faq
Separate your IP from your operations before a lawsuit makes the decision for you.