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What Is A Registered Agent For An LLC?

By Matthew Dochnal March 29, 2024

Setting up a limited liability company (LLC) is a big first step towards starting or growing your business. But it takes more than just deciding on a company name to get your LLC off the ground. One essential legal requirement is appointing a Registered Agent for your company. In this article, what breakdown of the […]

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Can I Start More Than One LLC?

By Matthew Dochnal November 2, 2023
company organizational chart

Have you ever wondered if it’s a good idea to start more than one LLC? Well, you’re not alone. Many business owners consider setting up multiple limited liability companies, and there are plenty of reasons why. It’s like having different baskets for your eggs – it can keep them safe. But forming LLCs is not […]

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Does an LLC Need a President?

By Matthew Dochnal October 16, 2023

Limited liability companies, or LLCs are the most popular business entity type for entrepreneurs. Small business owners prefer LLCs due to their flexibility and simplicity. Unlike corporations, the structure of LLCs does not come with strict requirements. LLC owners are free to run their company the way that they see best. This flexibility however often […]

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Should I Set Up an LLC Holding Company?

By Matthew Dochnal August 2, 2023

As a business owner or entrepreneur, you may have seen the term “holding company” before. Holding companies are a type of legal structure used by businesses across many different industries. If done right, a holding company can provide unique legal protections that cannot be achieved with just one business entity. Many well-known corporations use holding […]

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How to Structure an LLC: Member-Managed vs. Manager-Managed

By Matthew Dochnal May 18, 2023
small business owner packing boxes

When it comes to setting up a business, there are different company types to choose from. One of the most popular is the Limited Liability Company (LLC). An LLC is like a blend of a partnership and a corporation. It offers the owners, known as members, protection from personal liability, similar to a corporation, while […]

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LLC Members and Managers: Who Owns an LLC?

By Matthew Dochnal April 25, 2023
two small business owners opening a cafe

Who owns and manages an LLC? If you’re thinking about setting up a Limited Liability Company (LLC), it’s helpful to understand the roles of LLC owners and how they’re involved in managing the business. LLCs offer the flexibility to create unique management structures, pick officer titles, distribute management responsibilities, and outline ownership interest. In this […]

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23 Reasons to Form an LLC in 2023

By Matthew Dochnal April 19, 2023
business owner opening a store front

Every year, there are new opportunities to grow your business. For many small business owners, now is the perfect time to consider forming a Limited Liability Company (LLC). The LLC has quickly become the most popular business structure for small business owners. According to the Delaware Division of Corporations, over 1.29 million LLCs are registered […]

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How To Manage LLC Capital Contributions and Distributions

By Matthew Dochnal April 11, 2023
making a capital contribution

  Once you get your business operations off the ground, you will need to consider some of the financial aspects of operating an LLC. This includes managing capital contributions and distributions in your newly formed company.  As a small business owner or aspiring entrepreneur, it’s essential to understand these processes to ensure your LLC’s success. […]

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How to Wind Up and Close a Delaware LLC

By Matthew Dochnal February 7, 2023
"Going out of business" sign in store window

Most entrepreneurs are optimistic when starting a new business venture. However, many understand that commerce is inherently risky. According to the U.S. Bureau of Labor Statistics, 20% of new businesses fail within two years, and only 50% make it to their fifth year. It’s ok if you decide to close your business. However, you need […]

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What Is an LLC and How Can It Protect My Business?

By Matthew Dochnal January 12, 2023
llc formation document

The Limited Liability Company, or “LLC”, is the most popular business entity type in the United States. LLCs are simple and flexible business structures that combine the tax treatment of a sole proprietorship with the personal liability protection of a corporation.  Despite LLCs being so common, you might not know exactly what an LLC is. […]

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How Do I Add a Member to a Delaware LLC?

By Matthew Dochnal December 15, 2022
business partners shaking hands

Owners of a Delaware LLC can add or change members at any time simply by amending the LLC Operating Agreement. Delaware does not require owners to make any additional public filings to add members to their LLC. However, existing members should take certain steps to avoid conflict when transferring membership. We cover exactly how to […]

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What Are Special Purpose Vehicles?

By Matthew Dochnal November 17, 2022
corporate asset protection

If you are looking to incorporate a business, you likely have sifted through tons of legal jargon. Corporations, LLCs, partnerships, sole proprietors, the list goes on. Here’s another one: Special Purpose Vehicles. People typically associate Special Purpose Vehicles, or “SPVs”, with major corporations; however, they can be useful for businesses of all sizes. Companies can […]

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What Is a Subsidiary Company?

By Matthew Dochnal October 11, 2022
Google headquarters with statue in front

The term “subsidiary” is used often in business, however, you might not know exactly what it means. Subsidiaries are an important part of the legal structure of nearly every large company. In this article, we discuss what subsidiary companies are, how they are used, and the best way to structure them.      What Is […]

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What Is a Loan Out Company?

By IncNow October 10, 2022
actor pointing out at sea

An increasing number of people are finding themselves either self-employed or engaging in short-term employment arrangements. These individuals are typically actors, content creators, gig economy workers or consultants. These employment arrangements can come with many benefits, however, they may also pose a tricky tax situation.  An effective strategy for self employed individuals to reduce their […]

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How to Become an LLC: 5 Easy Steps

By IncNow August 31, 2022
5 steps

If you have your own business, you may benefit by forming an LLC. An LLC keeps an owner’s personal assets separate from any business assets. LLCs can protect owners from liability in the event of a legal dispute with a creditor, or even a business partner. This is true even if your business does not […]

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What is an Umbrella LLC?

By IncNow May 23, 2022
umbrella

A serial entrepreneur will often form multiple “brother-sister” companies to keep their assets from becoming commingled. But having partners that own an interest in each of these companies can generate separate partnership tax returns for each entity. One way to simplify this is to form a holding company with the partners. You can reduce the […]

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Can I Form a Non-Profit LLC, 501c3?

By IncNow
B Corp

Philanthropists often ask if an LLC can be a non-profit. What they are referring to is the 501c3 tax-exemption status. 501c3 status is a coveted designation because it exempts a company from federal, sales, and property taxes. These exemptions are crucial to the function of non-profit organizations.  IRS regulations do not allow LLCs to be […]

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How to Verify Business Ownership for Your LLC

By IncNow April 8, 2022
LLC ownership

At some point, you may be asked to show proof of ownership, also known as proof of entity, for your LLC. The request often happens when you open a business bank account. If you’ve never needed to prove that you own your LLC, it’s understandable that you might be unsure of what to do next. […]

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What Is a Subsidiary Company, Exactly?

By IncNow
Google headquarters with statue in front

People throw around the term ‘subsidiary’ in business. Google, for example, recently made headlines when it was announced that its parent company, Alphabet Inc., is breaking into subsidiaries. It’s understandable that you might not be exactly clear on what it means. Subsidiaries are important but often fail to get the attention they deserve. Business and […]

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What, Exactly, Does It Mean to Incorporate?

By IncNow January 5, 2022
Delaware corporation

The concept can be confusing at times, but there is a difference between forming a business and incorporating. Interested in incorporating your business, but not sure exactly what it entails? Here’s the definition of incorporating, plus what it means to incorporate. How Do You Define Incorporate? In the U.S., incorporating a business is something that […]

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Should I Set Up an LLC Holding Company?

By IncNow May 7, 2021
holding company

How you can protect your businesses from the liabilities of your other businesses Does a D.B.A. offer you any legal protection? Are there alternatives to setting up a separate LLC for each business or property? If you have multiple LLCs, it’s only natural to wonder if you should set up an LLC holding company. In order to determine […]

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Do LLCs Have Stock or Shareholders?

By IncNow February 25, 2021

We often get questions about LLC stockholders, bylaws, stock certificates, directors, minutes and sometimes a Limited Liability “Corporation.” It’s understandable to have questions about how LLCs are structured and operate. Here’s what you need to know. Do LLCs have stock? Typically, “stock” is not the term used for LLC ownership shares. In most LLCs, the […]

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11 Common Mistakes People Make After Forming a Delaware LLC

By IncNow February 2, 2021
top mistakes

Forming a Delaware LLC is an exciting time for your company, but it’s important to operate your company the right way afterward. Unfortunately, mistakes are sometimes made. These are some of the biggest issues we see—and how to remedy them. Mistake No. 1: The Operating Agreement is returned to the formation agent. Some business owners […]

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Can an LLC Be a Non-Profit?

By IncNow August 26, 2020
rower

Traditionally, non-profit companies are corporations. However, there is a way to get the protection of an LLC while retaining the structure of a non-profit corporation. When expanding the operations of their non-profits, existing non-profit corporations may consider adding higher risk assets to subsidiary LLCs. These LLCs exist under the umbrella of the already qualified 501(c)(3) […]

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What Is a Loan Out Company, Exactly?

By IncNow August 17, 2020
actor pointing out at sea

An increasing number of people are finding themselves either self-employed or engaging in short-term employment arrangements. These individuals are typically actors, content creators, gig economy workers or consultants. These employment arrangements can come with many benefits, however, they may also pose a tricky tax situation.  An effective strategy for self employed individuals to reduce their […]

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How to Become an LLC: 5 Steps

By IncNow August 11, 2020
5 steps

Becoming an LLC is an easy and inexpensive way to protect yourself from personal liability for business obligations. It’s definitely worth considering if you have your own business—even if that business is you.

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How Much Does It Cost To Incorporate a Small Business?

By IncNow August 5, 2020
piggy bank

We often hear these questions from small business owners: What is the cheapest option for incorporating my company? How much does it cost to incorporate? Should I form an LLC? What incorporation fees can I expect? Across all fifty states, Delaware is near the median for incorporation costs. Among the top-tier states such as Florida […]

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You Don’t Need a Lawyer to Incorporate Your Business

By IncNow July 27, 2020
lawyer

When deciding whether to form a Delaware LLC, you may wish you had gone to law school so that you could understand everything you are reading. But attending law school would not help you. Law schools do not teach law students the mechanics of incorporating. Most law schools dedicate no more than one lecture to […]

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How Is an LLC Taxed?

By Matthew Dochnal September 18, 2019
taxes

The Delaware LLC is the most popular type of legal entity amongst small businesses. A Delaware LLC provides bullet proof liability protection for business owners’ personal assets while avoiding the red tape involved with maintaining a corporation. Entrepreneurs prefer LLCs because they are flexible, cost effective, and easy to set up. Forming an LLC is […]

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How to Save on Single Member LLC Taxes

By IncNow July 19, 2019
single member llc tax

Most businesses end up cutting into profits simply by not taking advantage of the rules the IRS has laid out for them. The most susceptible to this common downfall is the sole proprietor or single-member LLC. It’s possible to save on single member LLC taxes—you just need to know the right steps to take. What is […]

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What is a Single-Member LLC Operating Agreement?

By IncNow June 6, 2019
LLC Agreement

One person can form an LLC in Delaware. These LLCs are known as “single-member LLCs”. You can use a single-member LLC for everything from financing real estate transactions to solo consultant practices. Why Create a Single Member LLC Operating Agreement? Despite having only one member, it is still wise for single-member LLCs to have a […]

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Why Form an LLC in Delaware?

By IncNow October 19, 2018
good standing

To have access to the gold standard of business laws, you should form an LLC in Delaware. Delaware offers an abundance of protection for business owners who choose to form a Delaware LLC no matter where you live and work. The shield of Delaware protects business managers from litigation risks and compares favorably to businesses […]

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What Happens to My LLC Membership Interest When I Die? Buy Sell Tips

By IncNow October 12, 2018
Death and LLC interests

In both single-member and multi-member LLCs, the owners need to have a plan for what happens in the event that a member dies. Should the LLC continue or should it automatically trigger cancellation? Who has the right to buy the deceased member’s interests? Do family members obtain voting rights or just assignment of distributions? These […]

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How to Plan for Exiting an LLC

By IncNow September 25, 2018
llc member exit strategy

The issue of when interests in an LLC can be transferred or bought, and by whom, and with what restrictions, is an issue that must be covered in an Operating Agreement. It is natural for business owners to be optimistic and overlook the possibility that the company may fail to live up to their initial […]

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The History of LLCs

By IncNow January 18, 2018

Two hundred years ago, if you were to invest in a shipping sailboat going across the ocean, the owners were personally responsible for not only the cargo and the ship but everything that went wrong; if it ran into a dock or another ship, the owners were responsible. This caused the owners to be afraid […]

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IncNow President Provides Contribution to American Bar Association Article on LLC Operating Agreements

By IncNow October 20, 2016
ABA Operating Agreement

The American Bar Association tackles Delaware LLC operating agreements and general business practices in a new article featuring IncNow President, John Williams. Williams serves as a key contributor in “Operating Agreements Today: The Foundation to Avoid Controversy Tomorrow,” found in the ABA’s Probate & Property magazine. The passage outlines common oversights when forming an LLC, […]

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Wyoming Supreme Court Makes Piercing Single Member LLC Veil More Difficult

By IncNow March 31, 2016

UPDATE: In the aftermath of the Green Hunter Energy case, Wyoming legislature recently added two new subsections to its LLC Act that will make “piercing the veil” of a Wyoming LLC more difficult. The law has been amended to address the limited liability of Wyoming LLC Members, which was weakened by the Green Hunter decision: […]

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Using LLCs in sophisticated real estate financing

By IncNow March 23, 2016

For acquisitions or refinancings over $5 Million, the borrower may be able to obtain more competitive interest rates though Commercial Mortgage Backed Securities (“CMBS”) loans instead of traditional bank financing. CMBS loans meet special requirements allowing them to be bundled and sold in blocks on capital markets. Usually income properties with tenants are the most […]

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Can an LLC be formed on a specific day?

By IncNow March 18, 2016

Can you specify a future filing date for a business? Must a business be formed on a weekday? Can you “back date” a business filing? Dear IncNow, I would like to form an LLC on a date that happens to be on a Saturday this year. Can the LLC’s formation papers still have this date, […]

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Should my Registered Agent sign the LLC Agreement?

By IncNow February 10, 2016

If the Certificate of Formation does not list owners, what document proves I am an owner? My bank won’t accept the LLC Agreement. Do I have another option? Is it necessary to amend my Certificate of Formation to list the owners? Dear IncNow, My bank is telling me that I need my registered agent to […]

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Why does Delaware have such business-friendly corporation laws?

By IncNow October 27, 2015

“Why does Delaware have such business-friendly corporation laws?” Dear Customer, Delaware has the most pro-business laws of any US state and has a “goldilocks” balance of being stable and slowly evolving. When teaching corporate law, professors across the country teach Delaware corporate law. The United States Chamber of Commerce has recognized Delaware’s business dispute and […]

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Do I need to register my Delaware LLC where I’m doing business?

By IncNow October 23, 2015

If I form a Delaware LLC, will I need to register it in my home state where I do business?” Dear Customer, A Delaware company can be operated from any state within the United States. The question is whether you will need to file with the other state(s) where you are doing business. The answer is […]

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New Delaware Corporate Information System (“DCIS”) launched on September 8, 2015

By IncNow October 15, 2015

Over Labor Day weekend, after over a decade of development efforts, the Delaware Division of Corporations (the “Division”) successfully launched a new web-based system to administer its business entity and UCC filing systems.  Fortunately, Delaware state administrators and the agent community had a long period to train, test and update the system to make sure […]

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Delaware LLC Operating Agreement Pre-Flight Checklist

By IncNow June 25, 2015

Delaware Courts will enforce your Delaware LLC Operating Agreement as written. It’s important to document the essential business understanding from the outset. Anyone starting an LLC in Delaware should have a written Delaware LLC Operating Agreement detailing the management and ownership structure. An LLC Agreement is required in Delaware and although the verbal agreement is legal, […]

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Delaware Helps Federal Investigators by Requiring Delaware LLC’s “Communications Contact” Have Access to a Record of Each Member and Manager

By IncNow January 14, 2015

A few years ago, pressure from U.S. Treasury and International countries prompted Delaware to require a “communications contact” for each LLC formed in Delaware. A 2014 Amendment clarified what is required of this communications contact, including access to ownership and management contact information. What is a Communications Contact for a Delaware LLC? Before these 2014 […]

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Why Do Commercial Mortgage-Backed Securities Loans require that the Borrower be a Delaware LLC?

By IncNow October 13, 2014

When financing real estate projects over $3,000,000 from across the country, often the best rates are available when Commercial Mortgage-Backed Securities (CMBS) loans are used instead of traditional bank financing. We have seen these requests made for a variety of business properties such as storage facilities, student housing, multi-family housing, retail centers and commercial office […]

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Moms Who Blog Should Use a Delaware LLC

By IncNow October 6, 2014

Mommy Blogs have exploded in popularity in the last few years. Now anyone with a computer or smartphone is able to express her opinion to potentially millions of female household decision-makers on easy-to-use and often free or inexpensive platforms such as Tumblr and WordPress blogs. Due to the perceived informal nature of a blog, mommy […]

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Delaware “Just Says No” To Marijuana Inc.

By IncNow September 29, 2014

Delaware may be known for being “business friendly”, but Delaware can be a buzzkill when it comes to blatant “marijuana” business names. The Delaware Secretary of State rejects certain names it administratively determines are not engaged in a “lawful business, purpose or activity.” Delaware does not mind if you want to export entity products, but do […]

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How Can Canadian Businesses Benefit from an LLC?

By IncNow June 11, 2014
maple leaf

If you want the benefit of an LLC in Canada, you will need to form an LLC in the United States. Most people from Canada who want an LLC will form it in Delaware. Surprisingly, Canada has no equivalent to the LLC under national or provincial laws. The process of forming a Delaware LLC and […]

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When Forming a Delaware LLC, Choose a Registered Agent with Direct Access to the Delaware Corporation Imaging System.

By IncNow May 19, 2014

A limited number of commercial registered agents have access to a dedicated online connection to the State of Delaware. This online filing system is not web based. It is a MS-DOS based terminal where the user has direct access to the Delaware Secretary of State Division of Corporations mainframe. DCIS stands for Delaware Corporation Information […]

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Is an Office Address Required to Incorporate in Delaware?

By IncNow March 3, 2014

One of the most commonly asked questions is whether a business address or physical address is a requirement to incorporate in the state of Delaware.  Both domestic and international customers ask this question.  Since most of the businesses filed in Delaware are located outside Delaware; this is a common concern. Do not let this concern […]

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Delaware LLC Charging Order is Not Just Exclusive Remedy, Also “Sole” Remedy

By John Williams August 5, 2013

A new Delaware law confirms that the charging order is the sole and exclusive remedy for judgment creditors. This means that other remedies, such as attaching, garnishing, and foreclosing on the interest are not permitted under Delaware law. Charging orders mean that a debtor’s interest can only be assigned to a judgment creditor, giving only […]

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Why Should You Incorporate in Delaware?

By John Williams June 22, 2013

Chances are you are located outside Delaware, but your friends suggested Delaware to you. The question is why? Why would you incorporate in Delaware, when you could incorporate in your home state? We have created an infographic that explains why to incorporate in Delaware. Why is Delaware the best place to incorporate? The simple answer is […]

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Why everyone should use the Series LLC

By John Williams April 26, 2013

Incnow is excited to announce that John Williams will be presenting a seminar on the Series LLC to the American Bar Association’s section on Real Property, Trusts and Estates titled: Why Everyone Could Use a Series LLC. The seminar will be a 1.5 hour teleconference at noon on Tuesday, May 14, 2013. Having set up […]

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Taking the mystery out of forming a Delaware LLC…the nuts and bolts from order to formation.

By John Williams November 16, 2011

I thought it would be helpful to explain the Delaware Limited Liability Company (“LLC” or “company”) formation process after Agents and Corporations, Inc. (“we” or “our”) receive an order through www.incnow.com.  Our office upon receiving your order will first log into the State of Delaware Secretary of State Division of Corporations (the “State”) computer system […]

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Top 10 LLC Misconceptions

By John Williams September 23, 2011

1. LLC’s have stock. No. LLC members’ ownership derives from the agreement with the company and its other members, not from the possession of a certificate. While an LLC can issue membership certificates, it is not recommended and such membership certificates are misleading. The ownership interest is derived from the contract, not possession of a […]

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