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While I am not an attorney, I am told that you will likely have liabilty for prior dealings. Existing contracts with your sole proprietorship may possibly be assigned to the corporation if permitted. If not, you may ask clients to sign a new agreement with the corp for the balance of the old contract or renew early for an incentive. You will want all the renewals with the new corp. You may want to see about how your insurance coverage will handle old claims. If the corp is treated as a new separately insured, you may want to ask about tails coverage to deal with any outstanding risk from your sole prop days.

Be aware that if the corp remains a C corp, it will be subject to the personal service corp rules. One of the harshest is that any income left in the corporation is taxed at 35% from dollar one. The graduated rates starting at 15% do not apply.

Good luck.

Thanks all...I only asked because I feel the company I did business with might go "sideways" on me. We'll have to wait and see.

I am not an Attorney but you probably would be liable for the previous deals. Do not wait any longer, form your entity if for nothing else future protection. Look at www.about-small-business.com, very basic info in one place. Its a good non-sales place to start.