Quote: "An LLC is a hybrid legal entity having certain characteristics of both a corporation and a partnership or sole proprietorship."
Provides an overview of the legal requirements that govern Limited Liability Companies and the documentation needed to form one.
Formation of LLC: This includes the legal requirements and procedures that need to be followed for creating a limited liability company.
Operating Agreement: This is a written document that outlines the LLC's structure, management, and decision-making processes.
Ownership Structure: This refers to the ownership and management roles of the LLC, including the number of owners and their rights and responsibilities.
Member Contributions: This refers to the financial and non-financial contributions made by the LLC's owners or members, such as capital investment or expertise.
Liability Protection: This refers to the limited liability protection that is afforded to the LLC's owners or members, which means that their personal assets are usually shielded from the company's debts and liabilities.
Taxation: This includes the various tax implications of forming an LLC and how the business entity is taxed at both the state and federal level.
Dissolution: This includes the procedures that need to be followed when closing down the LLC, such as the distribution of assets and the cancellation of necessary licenses and permits.
State Specific Regulations: This refers to the state-specific rules and regulations that need to be followed while setting up and operating the LLC.
Intellectual Property Protection: This includes protecting the LLC's intellectual property, such as patents, trademarks, and copyrights.
Employment and Labor Laws: This refers to the various employment and labor laws that need to be followed while hiring employees and providing them with various benefits.
Contracts and Agreements: This includes creating and reviewing various contracts and agreements, such as lease agreements or supplier agreements, to ensure they are legally binding and protect the LLC's interests.
Insurance and Liability: This refers to the various insurance policies that need to be taken out to protect the LLC against various risks such as property damage or legal suits.
Compliance with Industry Regulations: This refers to the need for the LLC to comply with various regulations within its industry, such as food safety regulations for a restaurant.
Privacy Protection: This includes protecting the privacy and data of the LLC's clients or customers and ensuring that their data is not misused.
Environmental Regulations: This refers to the various regulations that need to be followed to protect the environment, such as waste disposal regulations or air pollution control laws.
Ethics and Corporate Social Responsibility: This includes the need to follow ethical business practices and to act in a socially responsible manner.
Formation Laws: These laws govern how an LLC can be created and registered with the state government. They often cover aspects such as naming requirements, filing fees, and the documentation needed to form the LLC.
Operating Agreement Laws: Operating agreements are legal documents that cover how an LLC will operate internally. Many states require that LLCs create an operating agreement to help clarify the rights and responsibilities of each member.
Taxation Laws: LLCs are subject to federal income tax and may also face state and local taxes, depending on where the business is registered and operates. Taxation laws cover a range of topics, from the proper way to file taxes to which deductions LLCs can claim.
Employment Laws: LLCs that hire employees must comply with a range of employment laws, including minimum wage and overtime laws, anti-discrimination statutes, and workplace safety requirements.
Intellectual Property Laws: LLCs that create original works, such as software or creative content, must navigate a complex web of intellectual property laws to protect their creations and avoid infringing on the rights of others.
Consumer Protection Laws: LLCs that engage in consumer-facing business activities must comply with a range of consumer protection laws, including advertising and marketing regulations, product liability statutes, and consumer privacy laws.
Environmental Laws: LLCs that operate in industries that generate waste or pollution must comply with a range of environmental laws to prevent harm to the environment and mitigate their impact on local communities.
Securities Laws: LLCs that wish to raise capital by selling equity or debt securities may be subject to federal and state securities laws, which govern how such transactions can be legally structured and executed.
Quote: "LLCs are well known for the flexibility that they provide to business owners..."
Quote: "depending on the situation, an LLC may elect to use corporate tax rules instead of being treated as a partnership..."
Quote: "under certain circumstances, LLCs may be organized as not-for-profit."
Quote: "In certain U.S. states, businesses that provide professional services requiring a state professional license... may be required to form a similar entity called a professional limited liability company (PLLC)."
Quote: "The primary characteristic an LLC shares with a corporation is limited liability..."
Quote: "the availability of pass-through income taxation."
Quote: "When an LLC is formed, it is said to be 'organized', not 'incorporated' or 'chartered'..."
Quote: "its founding document is likewise known as its 'articles of organization'..."
Quote: "ownership in an LLC is represented by a 'membership interest'..."
Quote: "a document evidencing ownership rights in an LLC is called a 'membership certificate'..."
Quote: "it is more difficult to pierce the LLC veil because LLCs do not have many formalities to maintain."
Quote: "Membership interests in LLCs and partnership interests are also afforded a significant level of protection through the charging order mechanism."
Quote: "Limited liability company members may, in certain circumstances, also incur a personal liability..."
Quote: "in cases where distributions to members render the LLC insolvent."
Quote: "most American courts have held that LLC members are subject to the same common law alter ego piercing theories as corporate shareholders."
Quote: "Internal operations of an LLC are further governed by its 'operating agreement'."
Quote: "ownership measured in 'membership units' or just 'units' and at other times simply stated only as percentages."
Quote: "a 'member', rather than a 'shareholder'."
Quote: "it is a legal form of a company that provides limited liability to its owners in many jurisdictions."