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Attention:
Below is some basic information gathered from various professional sources.
If you are not sure which type of business
structure fits your needs, please seek the assistance of a
Tax Professional.
What
are the Advantages of an LLC?
Do I need
an Attorney to form an LLC?
What
is a Registered Agent and is one
needed?
What is a
Federal Employer Identification
Number?
What is a Limited Liability
Company?
A Limited Liability Company
("LLC") is a separate legal
entity that offers an
alternative to partnerships and
corporations by combining the
corporate advantages of limited
liability with the partnership
advantage of pass-through
taxation. An LLC is created and
comes into existence when
articles of organization are
filed with the proscribed fees,
and accepted by the proper state
authority.
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What
is the Structure of an LLC?
An LLC is owned by its members.
The members of an LLC are like
partners in a partnership or
shareholders of a corporation. A
member will more closely
resemble a shareholder if the
LLC utilizes a manager or
managers, because under that
situation the members will not
participate in the management of
the LLC. However, if the LLC
does not utilize managers, then
the members will more closely
resemble partners because they
will have decision making powers
in the LLC.The member’s
ownership in the LLC is
represented by their respective
"membership interest", in the
same manner as a partner has an
"interest" in a partnership or a
shareholder has stock in
corporation.
Pass-Through Taxation LLC’s
allow for pass-through taxation,
allowing earnings of an LLC to
be taxed only once. The earnings
from an LLC are treated in a
similar manner as earnings from
a partnership, sole
proprietorship and most S
corporations.
Why Limited
Liability?
The member’s liability is
generally limited to the amount
of
money which the member invested
in the LLC. As a result, the
members of an LLC receive the
same limited liability
protection as do shareholders of
a corporation.
Flexible Organizational
Structure LLC’s are generally
free to establish any
organizational structure agreed
upon by its members. Thus,
profit interests may be
separated from voting interests.
What are the Disadvantages of
an LLC?
The possibility
of losing pass-through taxation
if the LLC is not properly
structured. More paperwork
and documentation is needed than
in an ordinary partnership.
No, an attorney is not a legal
requirement of forming an LLC.
However, certain knowledge is
necessary in order to properly
file the required documentation
in the designated state. You
can use our guaranteed services
to form your LLC, and save a
substantial amount of money you
would otherwise pay an attorney.
However, if you need legal or
financial advice as to the type
of entity which would best suit
your business needs, consult
your attorney or financial
advisor.
How many people are needed to
form an LLC?
An LLC must have at least one
member in Florida.
How is an LLC Managed?
An LLC is managed by its members
or by selected managers.
If
the LLC is managed by its
members, it operates much like a
partnership. Each member shares
equally in the decision making
process of the LLC.
Alternatively, the members may
choose to appoint a manager or
managers to act in a capacity
similar to a corporation’s board
of directors. The managers are
in charge of the business
affairs of the LLC. If
managers are not designated in
the articles of organization,
the members will be deemed to
direct the business affairs of
the LLC.
In all states, an individual or
service company must be
responsible for receiving
important legal and tax
documents. This service is
provided by an "agent" of the
LLC who is "registered" with the
state of incorporation. Thus,
the term "Registered Agent." The
registered agent must have a
valid street address within the
state of formation, and be
available during normal business
hours to receive documents.The services performed by a
registered agent may include:
-
Receiving and forwarding
legal documents.
-
Receiving and forwarding tax
and report forms.
-
Accepting and forwarding
service of process.
Once an LLC has been legally
formed and is ready to complete
its organization, it will
require an "LLC Kit" to complete
its Operating Agreement,
maintain certain of its required
records, and to facilitate
distribution of membership
certificates. The LLC Kit will
include:
-
LLC Seal
-
Operating Agreement
-
Membership Certificates
-
Book/Binder
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Miscellaneous Forms
A LLC Seal is a small press into
which a document is placed to be
embossed. The imprint made by
the seal indicates the LLC’s
name, state of formation and
date of formation. An impression
made by an LLC seal helps to
conveys the mark of authority
upon business documents. A
Membership Certificate is a
printed document used to
indicate ownership interest in
an LLC.
What is a
Federal Employer Identification
Number?
Once the LLC has been formed and
is ready to do business, it is
the time to apply for a federal
employer identification number
(EIN). Generally, any LLC doing
business within the U.S. is
required to have an EIN. In
fact, the EIN is necessary when
filing tax returns and for
establishing bank accounts. We
include the EIN in our package
price at no additional fee.
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