Category - LLC

Is it more important to hire an attorney or an accountant?

March 19, 2018

Yes.  In other words, this is probably the wrong question to ask.  Perhaps a better question would be something like “what things should I ask my attorney to do and what items are within the realm of my accountant’s expertise?” I saw an article online recently addressing the question about the importance of an attorney […]

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Is a single member LLC required to have an EIN?

March 8, 2018

Not always. Even so, an EIN is often required and usually a good idea. A federal employer identification number (also known as an EIN or FEIN) is a nine-digit tax ID assigned to a business entity by the IRS.  The easiest and quickest way to obtain an EIN is via the IRS website. When business entities file […]

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What does it mean to be a managing member of an LLC?

February 22, 2018

As the name indicates, the managing member is the manager of a member-managed LLC. Please note that the organizational and management structure of limited liability companies (LLCs) varies greatly.  Some LLCs are single-member (i.e., only one owner) and some are multi-member entities.  There are LLCs which are member managed, some which are manager-managed and then […]

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Where do I file my LLC operating agreement?

December 23, 2017

Nowhere. In most instances, you will not file your LLC Operating Agreement with anyone or anything. You are not required to file your LLC Operating Agreement with a state agency, at least as a requirement for having a validly formed and fully-operational LLC under applicable state law.[1] In most instances, you will keep your […]

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Should you use an S-Corp for real estate rentals?

November 27, 2017

Maybe. As with so many things, the correct answer depends on the circumstances. Owning real estate in an S Corporation is not a problem in and of itself. The potential issues could arise when you transfer real estate out of the S Corp. Before we go any further, let’s first clarify tax and legal classification

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Is a single member LLC required to have operating agreement?

September 11, 2017

Afterall, why should a single member[1] need a rulebook for himself or herself? Fair point.  However, please remember that an LLC operating agreement is more than just a “rule book” for the LLC.  Also, keep in mind that what is today a single member (i.e., sole owner) business entity will, hopefully, grow and expand over the […]

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single member LLC tax stuff

August 30, 2017

A single member LLC can be taxed as a disregarded entity or as an S Corporation. First and foremost, this is an area best discussed with your accountant, so please do not interpret this short post as me trying to take the place of your accountant–I am not. Ok, with that necessary clarification, let’s proceed. […]

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Single Member LLC–what, why and when?

December 30, 2016

What is a single member LLC and why would you want one? We have previously written a fair amount on LLCs generally, including what they are and why they can be useful legal entities. This post will focus on single member limited liability companies. As the name indicates, a single member LLC has one owner–and […]

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Business Buy-Sell Agreements: Mistakes to Avoid (Part 1)

August 22, 2016

If you are the owner of a family business or other closely held business, not having a buy-sell agreement may be a big mistake. Let’s get this out-of-the-way: I am a business law attorney who gets paid to work on things like buy-sell agreements. Therefore, it is no surprise that I am talking about why you […]

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phantom equity–what and why?

July 6, 2016

Phantom equity can provide the best of both worlds for owner and employee. There is nothing pejorative in the use of the terms “phantom equity” or “synthetic equity.” Rather, these terms just reference the fact that phantom equity has some attributes akin to actual equity, while at the same time it is in many respects […]

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