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What Is an LLC and What Is Its Purpose?

By IncNow September 13, 2021
filing cabinet

Many companies are LLCs. While the abbreviation can be spotted at the end of many company names, it’s understandable that you might not be entirely clear on what, exactly, an LLC is and its purpose. Each state has its own unique statutory law that sets forth requirements to form a Limited Liability Company (hereinafter “LLC” […]

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What does a Series LLC Have to Do Under the Corporate Transparency Act?

By IncNow June 25, 2021
Corporate Transparency Act

In April 2021, the Financial Crimes Enforcement Network (FinCEN) issued an Advance Notice of Proposed Rulemaking to solicit public comment on a wide range of questions related to the implementation of the beneficial ownership information reporting provisions of the Corporate Transparency Act (CTA). IncNow provided four responses. The first response addressed the Series LLC and […]

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What is a Delaware Registered Agent?

By IncNow May 7, 2021
registered agent

United States business formation law is state specific. Within the footprint of the state, companies formed in that state need to maintain an “agent” at all times. This agent has to have a fixed office address on record with the company’s file. That makes this office the “registered office” and the business or individual servicing […]

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How to Handle LLC Capital Contributions and Distributions

By IncNow
LLC capital contributions

Members of an LLC are subject to capital contributions and profit distributions based on terms they agree to in the Operating Agreement. Below we talk through several key issues for you to consider as you receive and distribute capital for your LLC. What is a capital contribution? A capital contribution is the cash or property […]

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Should I Set Up an LLC Holding Company?

By IncNow
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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What Does LLC, Inc, Co, Corp, and Ltd Mean?

By IncNow April 15, 2021
types of entities

You may be asking “What does LLC stand for,” “Which entity should I choose,” “What is Inc.,” “What does Co. mean,” “What is LLC,” or “Ltd vs. LLC?” Before you incorporate, you need to choose which type of entity is right for you. This isn’t something you’re born knowing, and they don’t teach it in […]

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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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Who are the Members of an LLC and who manages the LLC?

By IncNow January 15, 2021
member and manager

Something to know before forming an LLC is how to manage an LLC. The answer lies in the LLC members, whether they are just members or managing members. There can be subtle nuances with these depending on the individual LLC. What Is the Owner of an LLC Called? Members own an LLC. Some of those […]

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What Is a Subsidiary Company, Exactly?

By IncNow
Google Alphabet

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’s the Cheapest Way to Form an LLC?

By IncNow December 18, 2020

It’s understandable that you want to find the best price when it comes to forming your LLC. But what does a cheap LLC setup look like, and how much should it cost to form an LLC? Here’s what you need to know. What Fees Are Required with an LLC? Every LLC registered in the State […]

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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

This is a common scenario with a loan out company: Tom is a talented actor. He is a short-term employee of various production companies on film, television and other commercial acting gigs. He is accustomed to being paid as an employee. All of his wages are subject to self-employment tax (Medicare and Social Security tax). […]

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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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What Are the Benefits of a Delaware LLC?

By IncNow July 29, 2020
Delaware Secretary of State

When it comes to incorporation and LLC formation, there is Delaware and then there is the rest of the world. By dedicating itself to the needs of businesses, the state of Delaware has distinguished itself as the leader in desirable corporate and LLC legislation. Combining reasonable filing and maintenance fees, responsive administrators and an exemplary […]

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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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What, Exactly, Does It Mean to Incorporate?

By IncNow June 15, 2020
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. What Does It Mean to Incorporate? A business is formed when the formation involves […]

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How to Form a Quarantine Business

By IncNow May 21, 2020
startup guy

It’s no secret that COVID-19 is changing the lives of many people. On the job front, some people are facing unemployment or job insecurity, and workplaces are starting to discover that the standard office model may not be efficient or even needed anymore. The pandemic has also delivered a blow to the economy, causing some […]

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Why the Delaware C Corp Is a Good Option for Startups

By IncNow January 13, 2020
startup tax elections

While every business has a beginning stage which could be termed “the startup phase,” increasingly this term is being reserved for a narrower category of high-growth ventures. In the digital era, these “concept” businesses have become known generally as “startups”. Many of these focus on technology. However, we call a variety of businesses startups if […]

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How Is an LLC Taxed?

By IncNow September 18, 2019
types of entities

The LLC is popular choice when it comes to company formations, but business owners often have one very important question: How is an LLC taxed? The taxes an LLC pays can vary, but there are some important facts to know about LLC taxation. LLC Taxes Four out of five businesses that incorporate with IncNow choose […]

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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
Delaware Secretary of State

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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Delaware LLC Member Buyout Options: Shotgun, Baseball, Drag-Along, Tag-Along, Rochambeau, Coin Flip

By IncNow October 5, 2018
baseball buyout

Keep your Delaware LLC from sinking prematurely as a result of member business divorce. Plan ahead for inevitable partnership disputes by drafting membership prenuptial provisions from the outset. In this article we teach you the vernacular of LLC member buyout options, such as “Baseball” versus “Shotgun”, “Tag-Along” versus “Drag-Along”, and “Rights of First Refusals” versus “Rights of First Offers”. These are ways […]

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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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Why should someone incorporate in Delaware?

By IncNow August 10, 2018
why delaware

The excitement of a new business venture can sometimes make the prospect of litigation seem distant, or even impossible. It is that very optimism and conviction that drives entrepreneurs to launch out in the first place. But as the old saying goes, “Those who fail to plan, plan to fail.” Should push come to shove, […]

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Small Business Tax Loophole Allows LLC to be Taxed at 15% Rate

By IncNow December 20, 2016
franchise tax

Can I save money on taxes with a Delaware LLC? Here are ways that a Delaware LLC could save Federal income and employment tax. After forming an LLC, there are three alternative tax regimes. No action is required for the first one, and the other two tax elections can be elected into if you think […]

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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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IncNow President John Legaré Williams, Esq. authors article in Business Law Today

By IncNow January 26, 2016

IncNow President John Legare Williams, Esq. was recently published as a guest author in the American Bar Association Business Law Section’s online newsletter, Business Law Today, in the January 2016 edition. John’s article, Rural Metro: Gulping Advisers and Practitioner Guidance, was featured in the Delaware Insider column, which highlights recent cases and trends in Delaware […]

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What Should I Do After Incorporating?

By IncNow January 8, 2016

How much you should be paying to maintain your LLC and when Do you need to register your company where it is transacting business? Tips to keep your personal and business assets safe Dear IncNow, Thank you for sending the formation documents. We are updating the Operating Agreement and will sign it within a couple weeks. I will […]

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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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Are You a Serial Entrepreneur? Consider the Delaware Series LLC.

By IncNow October 6, 2015

Serial entrepreneurs should consider the Delaware Series LLC, the most cutting-edge type of business on the market. While it is advisable to set up a new LLC for each different business interest, if the cost of managing a dozen or more companies is overwhelming, consider another alternative: the Series LLC. Are you someone who is […]

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When I form my Delaware LLC, what add-on services do I need to order?

By IncNow September 28, 2015

IncNow’s Complete and NOW Delaware LLC packages include the documents your LLC will need to get started. In your package of formation documents, you will receive your Certificate of Formation that shows your company has been filed and Operating Agreement, which lays out the agreed-upon terms of the LLC’s operations and its ownership. An LLC […]

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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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When It Comes to Liability, Don’t Take It Personally: Reincorporate in Delaware with a Delaware LLC Conversion

By IncNow October 27, 2014

Kevlar, a protective fabric in bullet-proof jackets, has saved countless lives of police officers and military personnel. Kevlar is a DuPont fiber product, invented in Delaware. Delaware has another invention with protective properties in its incorporation laws, which have saved countless business owners from creditors who would have pierced the corporate veil had the judgment […]

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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

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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