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What exactly is LLC?
LLC stands for Limited
Liability Company. As the
name suggests, it is a
business entity which offers
limited liability protection
to its owners. It is a
relatively new type of
business entity, design by
the states to combine the
limited liability protection
offered by a corporation
with the "pass-through" tax
status, and the ease of
operation offered by
partnerships. For these
reasons, LLCs are very
popular with today's
entrepreneurs.
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How is a LLC formed?
The LLC is formed by
preparing and filing with
the state's filing office
the LLC Articles of
Organization, which have to
comply with the state's
requirements. LegalArrow®
can prepare and file your
LLC's Articles of
Organization, and obtain
confirmation from your
state's filing office. In
addition, most experts would
agree that, for the LLC
formation to be complete,
the
LLC Operating Agreement
should be drafted and
signed, and an
EIN (Employer Identification
Number) should be
obtained. LegalArrow® can
assist you in these matters
as well.
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Is a LLC better than a
corporation to run my
business?
For most small or medium
size businesses, the answer
is probably yes. LegalArrow®
has prepared a
comparison table, to
help you choose between LLC
and a corporation.
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Is one-person LLC allowed?
Yes, most states allow for
one-person LLC.
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How are the owners of a LLC called?
The owners of an LLC are
called members.
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How is a LLC taxed?
One time tax: the profits
and losses of the LLC
"pass-through," to the
owners of the LLC (similar
with a sole proprietorship
or partnership).
IRS gives the option, to a
multi-member LLC which so
elects, to be taxed as a C -
Corporation.
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How is a LLC managed?
Most often than not, the LLC
is managed by its members
(owners); such LLC is called
a member-managed LLC. The
LLC can also be managed by
appointed manager(s).
The managers can be members
of the LLC or not.
Appointing a manager can
make sense when that manager
has special skills,
training, or experiences,
which are necessary in order
to properly run the LLC's
business.
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Can I convert my current
business into a LLC?
Yes, most states would allow
the conversion of a previous
business into a LLC.
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What is a 'professional'
LLC?
If you are a professional
(e.g., doctor, lawyer,
accountant, architect,
engineer), offering
professional services, some
states allow you to organize
and operate your business as
a LLC. Those states
typically require you to
follow special rules
applicable to professionals
and professional LLCs.
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What is Registered Agent? Do
I need one?
The registered agent
is a person (or an
authorized corporation) the
LLC appoints, and the law
requires, to receive legal
papers from the state or
third parties on behalf of
the LLC. The address of the
registered agent must be a
street address (not a PO
box) in the state where the
LLC is organized. Most
people name a member or
manager of the LLC as
registered agent, and list
the LLC's business address
as the registered agent's
address.
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What is 'LLC Operating
Agreement'?
The LLC Operating Agreement
prepared by LegalArrow® is
an approximately 11 pages
document containing
important provisions
regarding the operation of
the LLC. The LLC Operating
Agreement does not need to
be filed with your state
filing office, but is a
document, which most experts
would agree, is necessary to
complete the formation of
the LLC. Some states require
the LLC to have a written
Operating Agreement kept
with the LLC's records.
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What is 'EIN'?
EIN stands for employer
identification number. It
has several functions; one
of them is to be your LLC's
federal tax ID. After you'll
receive your LLC's Articles
of Organization approved by
the state, applying for a
federal tax ID (EIN) is one
of the first things you
generally have to do.
Generally, you cannot even
open a bank account on
behalf of the LLC unless the
LLC has obtained a federal
tax ID (EIN) . This is also
one of the formalities that
may be required to
"separate" the LLC from you,
the owners (called members),
in order to be afforded
limited liability
protection. LegalArrow® can
prepare the required IRS
application for you, file it
with the IRS, and obtain
your new LLC's EIN.
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