Limited Liability Companies (LLC)
While corporations have existed for centuries, Limited liability are a relatively modern form of entity that enjoys benefits of both the corporate and partnership forms. LLC members typically enjoy limited personal liability, while preserving “flow through” taxation at the enterprise level, and thus avoid the “double tax” on corporate and personal income. At the Law Offices of David E Oles, LLC, we assist individuals who are forming an LLC, or going through a complicated related matter, or are involved in a dispute. With 20 years of experience, our Alpharetta business attorney has the skills and resources to handle even the most complex LLC-related cases.
Common Documents and Features of Limited Liability Companies:
- Articles of Organization – To establish a corporation, there must generally be articles of organization that are filed with the state by an incorporator, and contain at least minimum legal provisions.
- Certificate of Formation - Each state requires certain minimum information ben provided and filed with the state in order to establish a limited liability company, which is owned by “members” instead of shareholders. This includes, for example, the name and primary office location, and the registered agent of the company. The information that must be included is established by state law.
- Operating Agreement - Where there is more than one member in an LLC, an operating agreement establishes, among other things, the relationship between the members, including their ownership percentages, their relative rights, the manner by which the business is managed and decisions are made, and the manner in which members are admitted and withdraw from the company.
- Contribution Agreement - Special conditions may apply to members that contribute large or significant assets to the company. Contribution agreements may set out the conditions under which the contribution is made, its form, and any ownership acquired for the contribution.
- No Formalities - Generally limited liability companies do not require the formalities of the corporate form. Thus they need not have annual meetings or take other actions statutorily required for corporations.