Limited liability companies
There's no better time than now to start a new business and tap into the power of the LLC LLCs For Dummies is your comprehensive guide to limited liability companies. You'll explore whether an LLC is the right business structure for your business, how to set up a corporate structure and me...
| Otros Autores: | |
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| Formato: | Libro electrónico |
| Idioma: | Inglés |
| Publicado: |
Hoboken, New Jersey :
John Wiley & Sons, Inc
[2023]
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| Edición: | Fourth edition |
| Colección: | --For dummies.
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| Materias: | |
| Ver en Biblioteca Universitat Ramon Llull: | https://discovery.url.edu/permalink/34CSUC_URL/1im36ta/alma991009757935306719 |
Tabla de Contenidos:
- Intro
- Title Page
- Copyright Page
- Table of Contents
- Introduction
- About This Book
- Foolish Assumptions
- Icons Used in This Book
- Beyond the Book
- Where to Go from Here
- Part 1 The ABCs of LLCs
- Chapter 1 What Is an LLC, Really?
- Understanding How LLCs Work
- Owners: You gotta have 'em
- Contributions: Where the money comes from
- Allocations and distributions: Getting what you're due
- Management: Some folks are just better at it
- Creating Your Own LLC: Your First Step Toward Success
- Educating yourself
- Divvying up the ownership
- Deciding who manages
- Choosing your registered agent
- Bringing your LLC into existence
- Operating Your LLC
- Creating your operating agreement
- Keeping books and records
- Paying taxes
- Chapter 2 LLCs: Handier Than Duct Tape!
- Understanding Why LLCs Are Awesome
- Protecting your personal assets
- Taking charge of charging order protection
- How charging orders work
- Economic rights versus other rights
- Enjoying the flexibility of management and ownership rules
- No ownership restrictions
- No management restrictions
- Choosing your own tax status
- Making your selection
- Distributing profits at your whim
- Taking a Look at a Few Wrinkles
- Membership can be a bit tricky
- Rules governing LLCs vary among states
- Discovering the LLC's Many Variations
- The Professional LLC
- Simply wearing a suit doesn't make you a professional
- Different liability protection
- Restrictions on ownership
- Restrictions on business activities
- Forming a professional LLC
- The Series LLC
- Segregating your assets in a Series LLC
- When a Series LLC might work for you
- Forming a Series LLC
- Maintaining a Series LLC
- Series LLC Taxation
- The family LLC
- The Benefit LLC
- The single-member LLC
- Chapter 3 Determining Whether an LLC Is Right for You.
- Knowing Your Options: Other Business Structures
- Going it alone: Sole proprietorships
- Being a sole proprietorship
- Shouldering full liability: The buck stops with you
- Exploring some more disadvantages
- Losing LLC benefits with disregarded entity taxation
- Adding a partner: General partnerships
- Doubling the trouble by doubling the partners
- Finding out other disadvantages
- Filing taxes with partnership taxation
- Throwing in a little legal protection: Limited partnerships
- Meeting the black sheep of the partnership family: LLPs and LLLPs
- Limited liability partnership (LLP)
- Limited liability limited partnership (LLLP)
- Separating yourself from your business: Corporations
- Creating a legal "person"
- Dealing with the blow of double taxation
- Easing the tax burden: S corporations
- Obtaining pass-through taxation, corporation style
- Complicating matters with IRS restrictions
- Getting Personal: Using an LLC to Achieve Your Specific Goals
- You're running a small business
- Relying on insurance - to a point
- Taking your business seriously so that others will too
- Combining all the perks in one entity: LLCs
- You want to work for yourself
- You're looking to raise venture capital
- Forming your business as a corporation to attract investors
- Knowing when an LLC will work
- You want to maximize your real estate investments
- Knowing when corps can kill
- Protecting real estate with LLCs
- You're looking to keep things in the family
- You need to protect what you've earned
- You're enrolling others in a project
- Part 2 Your First Steps: Forming Your LLC
- Chapter 4 Making a Few Key Decisions
- Stepping into the Driver's Seat: Making Essential Decisions Before Forming Your LLC
- Choosing the initial members
- Deciding how you want your company to be managed
- When the members manage.
- When separate managers manage
- Naming Your LLC
- Following naming law
- Determining the Availability of a Name
- Checking names in your state
- Conducting a trademark search
- Reserving your name in your state
- Getting the name you want with a DBA
- Getting a trademark for your name
- Knowing what constitutes a good trademark
- Completing Your Identity with a Logo
- Registering your trademark
- Changing Your Name
- Choosing the Best State for Your LLC
- Your State or Not Your State
- That Is the Question
- When "easy" wins out
- When you are operating in multiple states. . .
- When you are stuck with pass-through taxation
- Looking for LLCs Out of State
- Exploring Tax and Privacy Havens
- Wyoming: The birthplace of LLCs
- Delaware: The heavy hitter with the chancery court
- South Dakota: Serious About Attracting Local Business
- Nevada: Still Worth a Mention
- Other Up-and-Coming States
- A Few Caveats. . .
- Working with a State-Required Registered Agent
- Why you need a registered agent
- What your agent should do for you
- How to find an agent
- Evaluating agents
- Chapter 5 Creating and Filing Your Articles of Organization
- Preparing Your Articles
- Meeting your state's requirements
- Provisions that your articles must have
- The antiquated duration provision
- Extra provisions you may want to include
- Provisions for professional LLCs
- Putting it all together
- Choosing who signs
- Filing Your Articles
- Dotting your i's and crossing your t's
- Sending it off
- Dealing with a rejected filing
- Considering Formation Companies
- Chapter 6 Converting Your Current Business into an LLC
- Considering Conversion to an LLC
- Navigating the Tax Implications
- Converting from a sole proprietorship
- Converting from a general or limited partnership
- The big nontaxable event.
- The usual partnership tax trap
- Converting from a corporation
- Understanding the tax implications
- Finding Ways to Ease the (Tax) Burden
- Converting smoothly with a merger
- Keeping the corporation
- Executing the Conversion
- Introducing the statutory conversion and statutory merger
- Knowing what your state requires
- Documenting approval for the conversion
- Filing the conversion
- If you're currently operating as a sole proprietor or general partner
- Tying Up Loose Ends After the Conversion
- Transferring your assets
- Part 3 Structuring Your LLC to Work For You
- Chapter 7 Tell Uncle Sam How It Is! Choosing How You Want to Be Taxed
- Getting to Know the Tax Types
- Partnership taxation
- Understanding allocations and distributions
- Getting creative with flexible allocations and distributions
- Deducting LLC losses from your other income
- Avoiding self-employment taxes
- Disregarded entity taxation
- Corporation taxation
- Knowing when to choose corporation taxation
- Seeing how corporation taxation can be a terrible idea
- S corporation taxation
- Reducing your taxes
- Dealing with the restrictions
- Notifying the IRS of Your Election
- Applying for your tax identification number
- Elect Corporate Tax Status with Form 8832
- Chapter 8 Make It Official! Getting Started on Your Operating Agreement
- What Is an Operating Agreement?
- What the operating agreement governs
- Creating a clear-cut ownership structure
- Assigning manager titles and duties
- Why you need an operating agreement
- Establishing Your Framework
- Achieving A+ form and structure
- Building your outline
- Drafting Basic Provisions
- Laying out organizational matters
- Formation and Qualification
- Name
- Term
- Purpose of the Company
- Giving specifics on company records and reporting
- Books and Records.
- Financial Records and Reporting
- Getting the boilerplate provisions out of the way
- Liability of Members
- Indemnification of Members and Managers
- Dispute resolution
- Addressing the other stuff
- Chapter 9 Structuring Your Partnership
- Understanding the Terminology: Members, Interests, and Certificates
- Locating and Recruiting Key Partners
- Finding the yin to your yang
- Easy, Tiger! Don't let excitement cloud your judgment
- Getting the good ones on board
- Issuing the Membership
- Naming the initial members and their contributions
- Understanding some complexities of member contributions
- Determining profit and loss distributions
- Allocations of profits and losses
- Distributions
- Establishing membership classes
- Deciding on how the members decide
- Voting requirements
- Voting
- Making Folks Earn Their Share: Membership Vesting
- Deciding on a fair vesting schedule
- Understanding membership cliffs
- Avoiding common tax pitfalls
- Setting Up a Single-Member LLC
- Keeping your SLLC's liability protection
- Creating an operating agreement for an SLLC
- Setting Up Rules for Managers
- Outlining the basics
- Electing the managers
- Delegation of powers
- Compensation
- Chapter 10 Using Your LLC to Attract Investors
- Structuring Your LLC to Attract Investors
- Appeasing the SEC with an LLC
- Seeing how the laws apply to you
- Exploring securities registration exemptions
- Rule 504 exemption
- Rule 505 exemption
- Rule 506 exemption
- Intrastate exemption
- Regulation A exemption
- Regulation Crowdfunding
- Flying through State Securities Laws (Blue Sky Laws)
- Chapter 11 Membership Moves: Mastering LLC Transfers
- Investigating Intricacies of LLC Membership Interests
- Determining the value of the membership interest
- Transferring membership
- Using transfer restrictions to your advantage.
- Preparing Now For an Easy Transition Later.
