what is the meaning of llc in a lawyer

by Selina Lynch III 6 min read

Definition. A type of business organization that offers the limited liability of a corporation and the tax benefits of a partnership. The owners of an LLC are referred to as "members", whose rights and responsibilities in managing the LLC are governed by an operating agreement.

What does LLC Stand for?

What Is an LLC? LLC stands for "limited liability company." An LLC is one type of legal entity that can be formed to own and operate a business. LLCs are very popular because they provide the same limited liability as a corporation, but are easier and cheaper to form and run. For an introduction, see "LLC Basics". Who Should Form an LLC?

Why you should form a LLC?

Nov 23, 2003 · A limited liability company, commonly referred to as an “LLC”, is a type of business structure commonly used in the United States. LLCs can be seen as a hybrid structure that combines features of...

What is the legal structure of a LLC?

Definition. A type of business organization that offers the limited liability of a corporation and the tax benefits of a partnership. The owners of an LLC are referred to as "members", whose rights and responsibilities in managing the LLC are governed by an operating agreement. An LLC is legally formed by the filing of a document called the articles of organization with a state …

What does LLC mean in law?

A limited liability company (LLC) is a business structure for private companies in the United States, one that combines aspects of partnerships and corporations. Limited liability companies benefit from the flexibility and flow-through taxation of partnerships and sole proprietorships, while maintaining the limited liability status of corporations.

image

What does LLC stand for in law?

limited liability companySimply put, an LLC is a “limited liability company,” which has some features of both partnerships and traditional corporations. It provides greater liability protection than individual ownership and may have perpetual existence.Jan 23, 2012

What is the purpose of an LLC?

The purpose of an LLC, or a limited liability company, is to shield the business owner from personal liability for the company's debts. Most states allow residents, individuals who live outside the state or country, other LLCs, corporations, pension plans, and trusts to serve as LLC owners.

What does it mean to be a entity in a LLC?

An LLC, or limited liability company, is a type of business entity that a company can form by filing paperwork with the state. An LLC can have one owner (known as a "member") or many owners. The words "limited liability" refer to the fact that LLC members cannot be held personally responsible for business debts.Mar 17, 2022

What are 3 disadvantages of an LLC?

Disadvantages of creating an LLCCost: An LLC usually costs more to form and maintain than a sole proprietorship or general partnership. States charge an initial formation fee. ... Transferable ownership. Ownership in an LLC is often harder to transfer than with a corporation.

How does an LLC protect you?

What Type of Liability Protection Do You Get With an LLC? The main reason people form LLCs is to avoid personal liability for the debts of a business they own or are involved in. By forming an LLC, only the LLC is liable for the debts and liabilities incurred by the business—not the owners or managers.

What is the owner of an LLC called?

A limited liability company (LLC) is a legal business entity that provides some liability protection (like a corporation) and other features similar to a partnership. The owners of an LLC are called members, and LLCs can have several different types of owners, including some other business types.Oct 20, 2021

What is an example of a LLC business?

Many well-known companies are structured as LLCs. For example, Anheuser-Busch, Blockbuster and Westinghouse are all organized as limited liability companies.Sep 27, 2021

What are the pros and cons of an LLC?

Pros and Cons of Limited Liability Corporations (LLC)The ProsThe ConsMembers are protected from some (or sometimes all) liability if the company runs into legal issues or debts.Unless you are running the LLC alone, the ownership of the business is spread across its members (this can also be a pro)5 more rows

What is an LLC?

LLC stands for "limited liability company." An LLC is one type of legal entity that can be formed to own and operate a business. LLCs are very popu...

Who Should Form an LLC?

Any person starting a business, or currently running a business as a sole proprietor, should consider forming an LLC. This is especially true if yo...

What Are the Benefits of an LLC?

Personal asset protection. An LLC provides its owner or owners with limited liability. This means that means you—the LLC owner—are generally not pe...

What Are the Disadvantages of an LLC?

Cost: It generally costs more to form and operate an LLC than to be a sole proprietor or have a partnership. Filing fees must be paid to legally es...

How Do You Start an LLC?

Starting an LLC is relatively easy. You file articles of organization or a similar document with your secretary of state’s office and then take som...

How much does it cost to form an LLC?

The cost varies from state-to-state. Generally, it costs $100 to $200 if you do all the work yourself. Most of the cost is the fee to file your art...

How are LLCs taxed?

The default tax regime is for LLCs with a single member to be taxed as sole proprietorships, while LLCs with multiple members are taxed like partne...

Where should I form an LLC?

It is usually best to form your LLC in the state where your business is located. There are ordinarily no great advantages to forming your LLC in an...

Do I need a lawyer to form an LLC?

No. You can form your LLC yourself. There is no requirement to use a lawyer. You can find all the information you need to form your own LLC at Nolo...

What's the difference between a corporation and an LLC?

Both corporations and LLCs provide their owners with limited liability. But LLCs are ordinarily taxed like sole proprietorships or partnerships. In...

What is an LLC?

A limited liability company (LLC) is a business structure in the United States whereby the owners are not personally liable for the company's debts or liabilities. Limited liability companies are hybrid entities that combine the characteristics of a corporation with those of a partnership or sole proprietorship. 1 .

What is LLC in business?

A limited liability company, commonly referred to as an “LLC”, is a type of business structure commonly used in the United States. LLCs can be seen as a hybrid structure that combines features of both a corporation and a partnership. Like a corporation, LLCs provide their owners with limited liability in the event the business fails.

Why do business owners choose LLC?

The primary reason business owners opt to take the LLC route is to limit the principals' liability. Many view an LLC as a blend of a partnership, which is a simple business formation of two or more owners under an agreement, and a corporation, which has certain liability protections.

Who is Jason Fernando?

Jason Fernando is a professional investor and writer who enjoys tackling and communicating complex business and financial problems. Lea D Uradu, JD is an American Entrepreneur and Tax Law Professional who has occupied both the tax law analyst and tax law adviser role.

What is the difference between a partnership and an LLC?

The primary difference between a partnership and an LLC is that an LLC separates the business assets of the company from the personal assets of the owners, insulating the owners from the LLC's debts and liabilities. 11 

Can an LLC be dissolved?

Depending on state law, an LLC may have to be dissolved upon the death or bankruptcy of a member. 10  This is in contrast to a corporation, which can exist in perpetuity. An LLC may not be a suitable option when the founder's ultimate objective to become a publicly-traded company.

Can an LLC be a corporation?

Regulations surrounding LLCs vary from state to state. Any entity can form an LLC including individuals and corporations; however, banks and insurance companies cannot. LLCs do not pay taxes—their profits and losses are passed through to members, who claim them on their tax returns.

What is LLC in business?

The limited liability company (LLC) is a hybrid legal entity that has both the characteristics of a corporation and of a partnership. An LLC provides its owners with corporate-like protection against personal liability. It is, however, usually treated as a noncorporate business organization for tax purposes.

What is an LLC owner called?

The owners of an LLC are called members and are similar in some respects to shareholders of a corporation. A member can be a natural person, a corporation, a partnership, or another legal association or entity.

What is a limited liability company?

Limited Liability Company. A noncorporate business whose owners actively participate in the organization's management and are protected against personal liability for the organization's debts and obligations. The limited liability company (LLC) is a hybrid legal entity that has both the characteristics of a corporation and of a partnership.

Which state was the first to have an LLC?

In 1977, Wyoming became the first state to enact LLC legislation: it wanted to attract capital and created the statute specifically for a Texas oil company (W.S. 1977 § 17-15-101 et seq., Laws 1977, ch. 158 § 1). Florida followed with its own LLC statute in 1982 (West's F.S.A. § 608.401, Laws 1982, c. 82-177 § 2).

Is an LLC liable for debt?

Liability. State LLC statutes specifically provide that members of an LLC are not personally liable for the LLC's debts and obligations. This limited liability is similar to the liability protection for corporate shareholders, partners in a limited partnership, and partners in a limited liability partnership.

What information is required for an LLC?

Some states require additional information, such as the LLC's business purpose and details about the LLC's membership and management structure. In all states an LLC's name must include words or phrases that identify it as a limited liability company. These may be the specific words Limited Liability Company or one of various abbreviations ...

What is an LLC manager?

Like a general partner in a limited partnership or an officer in a corporation, an LLC's manager is responsible for the day-to-day management of the business. A manager owes a duty of loyalty and care to the LLC. Unless the members consent, a manager may not use LLC property for personal benefit and may not compete with the LLC's business.

What is LLC in business?

e. A limited liability company ( LLC) is the US -specific form of a private limited company. It is a business structure that can combine the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation. An LLC is not a corporation under state law; it is a legal form of a company ...

What is the primary characteristic of an LLC?

The primary characteristic an LLC shares with a corporation is limited liability, and the primary characteristic it shares with a partnership is the availability of pass-through income taxation. As a business entity, an LLC is often more flexible than a corporation and may be well-suited for companies with a single owner.

Is LLC a pass through entity?

For U.S. federal income tax purposes, an LLC is treated by default as a pass-through entity. If there is only one member in the company, the LLC is treated as a "disregarded entity" for tax purposes (unless another tax status is elected), and an individual owner would report the LLC's income or loss on Schedule C of his or her individual tax return. Thus, income from the LLC is taxed at the individual tax rates. The default tax status for LLCs with multiple members is as a partnership, which is required to report income and loss on IRS Form 1065. Under partnership tax treatment, each member of the LLC, as is the case for all partners of a partnership, annually receives a Form K-1 reporting the member's distributive share of the LLC's income or loss that is then reported on the member's individual income tax return. On the other hand, income from corporations is taxed twice: once at the corporate entity level and again when distributed to shareholders. Thus, more tax savings often result if a business formed as an LLC rather than a corporation.

What is the Delaware Limited Liability Company Act?

Effective 1 August 2013, the Delaware Limited Liability Company Act provides that the managers and controlling members of a Delaware-domiciled limited liability company owe fiduciary duties of care and loyalty to the limited liability company and its members.

What is franchise tax?

In essence, this franchise or business privilege tax is the fee the LLC pays the state for the benefit of limited liability.

What is a PLC?

A Professional Limited Liability Company (usually shortened as PLLC, P.L.L.C., or P.L., sometimes PLC, standing for professional limited company - not to be confused with public limited company) is a limited liability company organized for the purpose of providing professional services. Usually, professions where the state requires a license to provide services, such as a doctor, chiropractor, lawyer, accountant, architect, landscape architect, or engineer, require the formation of a PLLC. However, some states, such as California, do not permit LLCs to engage in the practice of a licensed profession. Exact requirements of PLLCs vary from state to state. Typically, a PLLC's members must all be professionals practicing the same profession. In addition, the limitation of personal liability of members does not extend to professional malpractice claims.

What is a series LLC?

A Series LLC is a special form of a Limited liability company that allows a single LLC to segregate its assets into separate series.

What is LLC in business?

The limited liability company (LLC) is a hybrid legal entity that has both the characteristics of a corporation and of a partnership. An LLC provides its owners with corporate-like protection against personal liability. It is, however, usually treated as a noncorporate business organization for tax purposes.

What are the owners of an LLC called?

The owners of an LLC are called members and are similar in some respects to shareholders of a corporation. A member can be a natural person, a corporation, a partnership, or another legal association or entity. Unlike corporations, which may be formed by only one shareholder, LLCs in most states must be formed and managed by two or more members. LLCs are therefore unavailable to sole proprietors. In addition, unlike some closely held, or S, corporations, which are allowed a limited number of shareholders, LLCs may have any number of members beyond one.

What is a limited liability company?

Limited Liability Company. A noncorporate business whose owners actively participate in the organization's management and are protected against personal liability for the organization's debts and obligations. The limited liability company (LLC) is a hybrid legal entity that has both the characteristics of a corporation and of a partnership.

Which state was the first to have an LLC?

In 1977, Wyoming became the first state to enact LLC legislation: it wanted to attract capital and created the statute specifically for a Texas oil company (W.S. 1977 § 17-15-101 et seq., Laws 1977, ch. 158 § 1). Florida followed with its own LLC statute in 1982 (West's F.S.A. § 608.401, Laws 1982, c. 82-177 § 2).

When was the Uniform Limited Liability Company Act passed?

In 1995 , the Commissioners on Uniform Laws approved the Uniform Limited Liability Company Act. It was amended in 1996. Unlike other Uniform Acts related to business entities, such as the Uniform Partnership Act, the uniform law governing LLCs has not been influential.

Is an LLC liable for debt?

Liability. State LLC statutes specifically provide that members of an LLC are not personally liable for the LLC's debts and obligations. This limited liability is similar to the liability protection for corporate shareholders, partners in a limited partnership, and partners in a limited liability partnership.

What information is required for an LLC?

Some states require additional information, such as the LLC's business purpose and details about the LLC's membership and management structure. In all states an LLC's name must include words or phrases that identify it as a limited liability company. These may be the specific words Limited Liability Company or one of various abbreviations ...

What is LLC in business?

An LLC, which is also known as a limited liability company, is a popular type of business to enact, and it has similar features to another legal structure called a partnership. They are similar in how they are formed and the “pass-through” taxation method but differ by features such as participant liability.

What is LLC protection?

The LLC format provides for personal liability protection for each owner. There are exceptions to that division between personal and business liability in an LLC though, when: At least one member assurances a business loan. The division between business and individuals is vague. An owner acts fraudulently or illegally.

What is LLC partnership?

What is an LLC Partnership? This LLC partnership article refers to two types of business entities: a limited liability company (LLC) and a partnership. While they are similar legal forms, they differ by way of personal liability, management controls, formal processes, and other characteristics.

How many votes does each partner have in a partnership?

Each partner has one vote in decisions regarding the partnership, regardless of how much each partner invests. Key business determinations come from majority votes. So, partners can nudge co-owners to agree with their ideas for the business. One or more partner be the daily operator of the general partnership.

Can a sole proprietorship be converted to an LLC?

The short answer is “yes.”. You can turn a sole proprietorship or partnership into an LLC to obtain personal property protection without altering the taxation structure of the company income . To do so: Fill out a straightforward form in certain states to convert the business to an LLC.

What is partnership in business?

A partnership is a kind of business with many partners, who are essentially co-owners. To form a partnership: You must have two or more parties who agree to own the business and operate it for-profit. The partners share in management activities equally and share the business’ financial gains and losses.

Is LLC more expensive than partnership?

Beginning an LLC is more expensive than a partnership or sole proprietorship. More paperwork. There are no organizing guidelines for a sole proprietorship or partnership; not even a written agreement is necessary. An LLC, however, requires more organization to set it up.

What is LLC in business?

When properly formed, the business is a separate entity from its owners, meaning the LLC owns business property, bank account, and has its own tax identification number.

What is the purpose of an LLC?

Generally speaking, an LLC provides the most liability protection. Except for cases of business mismanagement, the members are not personally responsible if the LLC is sued or owes any debt. This serves to protect personal assets like members' houses, bank accounts, and cars. After formed, the partners of an LLP may have limited liability like an ...

How to create LLC?

You may create an LLC by filing the appropriate paperwork with your secretary of state . This typically includes filing articles of incorporation, paying a filing fee, and creating an operating agreement . ...

How is an LLC different from an LLP?

As mentioned, an LLC may have only one member, while an LLP must have at least two partners. An LLC is managed according to its operating agreement which is created by the members. This document outlines the financial contributions made by each ...

What is an LLP?

In some states, an LLP only provides protection from being responsible for another partner's negligent acts, but the partners remain personally responsible for the overall debts and obligations of the business.

Can an LLC be taxed as a sole proprietorship?

An LLC can opt to be taxed as a sole proprietorship, partnership, or corporation. In contrast, an LLP must file as a partnership. Filing as a sole proprietor or a partnership means that the income is passed through the business, and the taxes are paid only once as income of the individual.

What is the benefit of LLC?

Benefits. Professionals who form an LLC do enjoy some protection against business debts and ordinary lawsuits, as they are not held personally liable for these financial responsibilities. If two or more professionals own an LLC, they can file IRS Form 8832 and elect to have the IRS treat their organization as a corporation.

What is a limited liability company?

A limited liability company is a corporate structure that protects business owners against losing personal assets in case of professional or corporate liability. The procedure for opening a professional LLC differs slightly from that for a regular LLC.

Is LLC a partnership?

It is defined by each state that permits it, and the Internal Revenue Service may recognize an LLC as a corporation, partnership or as a dis regarded entity in which its income is taxed as if it were any other income that its owner earns.

Can a professional LLC be a partnership?

Professionals in states other than California, which permits only professional corporations, can organize their solo, partnership or group practices as LLCs. Most states that permit this form of organization have slightly different requirements for professional LLCs, which may be referred to as PLLCs. Typically, the state licensing board for a profession must approve any LLC filed for by practitioners of that profession. In addition, the responsible party for the professional LLC must be a licensed professional, whereas a regular business can appoint an agent as its responsible party.

image

History

  • The LLC is a relatively new business form in the United States, although it has existed in other countries for some time. In 1977, Wyoming became the first state to enact LLC legislation: it wanted to attract capital and created the statute specifically for a Texas oil company (W.S. 1977 § 17-15-101 et seq., Laws 1977, ch. 158 § 1). Florida followed with its own LLC statute in 1982 (W…
See more on legal-dictionary.thefreedictionary.com

Formation

  • State law governs the creation of an LLC. Persons form an LLC by filing required documents with the appropriate state authority, usually the secretary of state. Most states require the filing of Articles of Organization. These are considered public documents and are similar to articles of incorporation, which establish a corporation as a legal entity. The LLC usually comes into existe…
See more on legal-dictionary.thefreedictionary.com

Structure

  • The owners of an LLC are called members and are similar in some respects to shareholders of a corporation. A member can be a natural person, a corporation, a partnership, or another legal association or entity. Unlike corporations, which may be formed by only one shareholder, LLCs in most states must be formed and managed by two or more members. LLCs are therefore unavail…
See more on legal-dictionary.thefreedictionary.com

Operating Agreement

  • Nearly every LLC maintains a separate written or oral operating agreement, which is generally defined as the agreement between the members that governs the affairs of the LLC. Some states call an operating agreement regulations or a member control agreement. Although some states do not require an operating agreement, nearly all LLCs create and maintain a written document t…
See more on legal-dictionary.thefreedictionary.com

Membership Interests

  • A member of an LLC possesses a membership interest, which usually includes only an economic interest. A membership interest is considered Personal Property and may be freely transferred to nonmembers or to other members. The membership interest usually does not include any right to participate in the management of the LLC. Accordingly, if a member assigns or sells a members…
See more on legal-dictionary.thefreedictionary.com

Member Contributions

  • Members of an LLC contribute capital to the LLC in exchange for a membership interest. There is no minimum amount of capital contribution, and members usually can contribute cash, property, or services. By default, the total amount of a member's capital contribution to an LLC determines the member's voting and financial rights in the LLC. In other words, unless an LLC's operating ag…
See more on legal-dictionary.thefreedictionary.com

Liability

  • State LLC statutes specifically provide that members of an LLC are not personally liable for the LLC's debts and obligations. This limited liability is similar to the liability protection for corporate shareholders, partners in a limited partnership, and partners in a limited liability partnership. Under certain circumstances, however, a member may become personally liable for an LLC's debts. An …
See more on legal-dictionary.thefreedictionary.com

Records and Books

  • Many LLC statutes require an LLC to maintain sufficient books and records of its business and management affairs. This requirement varies from state to state. The books and records generally detail the members' contributions to the LLC, the LLC's financial and tax data, and other financial and management information. Like a partnership's books, an LLC's books generally mu…
See more on legal-dictionary.thefreedictionary.com

Taxation

  • Prior to 1997, the IRS generally treated an LLC as a partnership for federal Income Tax purposes. If an LLC is taxed as a partnership, its members are taxed only on their share of the LLC profits. Any gains, losses, credits, and deductions flow through the LLC to the members, who report them as income and losses on their personal tax return. The IRS developed a system for determining …
See more on legal-dictionary.thefreedictionary.com

Member Withdrawal

  • Members may withdraw from an LLC unless the operating agreement or articles of organization limit their ability to do so. A member must usually provide to the LLC written notice that he or she intends to withdraw. If a withdrawal violates the operating agreement, the withdrawing member may be liable to the other members or the LLC for damages associated with it. State law freque…
See more on legal-dictionary.thefreedictionary.com

Overview

A limited liability company (LLC) is the US-specific form of a private limited company. It is a business structure that can combine the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation. A LLC is not a corporation under state law; it is a legal form of a companythat provides limited liability to its owners in many jurisdictions. LLCs are well known for th…

History

The first state to enact a law authorizing the creation of limited liability companies was Wyoming in 1977. The law was a project of the Hamilton Brothers Oil Company, which sought to organize its business in the United States with liability and tax advantages similar to those it had obtained in Panama.
From 1960 to 1997, the classification of unincorporated business associations for the purpose …

Flexibility and default rules

LLCs are subject to fewer regulations than traditional corporations, and thus may allow members to create a more flexible management structure than is possible with other corporate forms. As long as the LLC remains within the confines of state law, the operating agreement is responsible for the flexibility the members of the LLC have in deciding how their LLC will be governed. State statutes typically provide automatic or "default" rules for how an LLC will be governed unless th…

Income tax

For U.S. federal income tax purposes, an LLC is treated by default as a pass-through entity. If there is only one member in the company, the LLC is treated as a "disregarded entity" for tax purposes (unless another tax status is elected), and an individual owner would report the LLC's income or loss on Schedule Cof his or her individual tax return. Thus, income from the LLC is taxed at the individual tax rates. The default tax status for LLCs with multiple members is as a partner…

Advantages

• Choice of tax regime. An LLC can elect to be taxed as a sole proprietor, partnership, S corporation or C corporation (as long as they would otherwise qualify for such tax treatment), providing for a great deal of flexibility.
• A limited liability company with multiple members that elects to be taxed as partnership may specially allocate the members' distributive share of income, gain, loss, deduction, or credit via the company operating agreement on a basis other than the ownership p…

Disadvantages

Although there is no statutory requirement for an operating agreementin most jurisdictions, members of a multiple member LLC who operate without one may encounter problems. Unlike state laws regarding stock corporations, which are very well developed and provide for a variety of governance and protective provisions for the corporation and its shareholders, most states do not dictate detailed governance and protective provisions for the members of a limited liability com…

Variations

• A Professional Limited Liability Company (usually shortened as PLLC, P.L.L.C., or P.L., sometimes PLC, standing for professional limited company - not to be confused with public limited company) is a limited liability company organized for the purpose of providing professional services. Usually, professions where the state requires a license to provide services, such as a doctor, chiropractor, lawyer, accountant, architect, landscape architect, or engineer, requi…

See also

• Besloten vennootschap, a Belgian and Dutch private limited company
• Société à responsabilité limitée, the equivalent in French-speaking countries
• Gesellschaft mit beschränkter Haftung (German equivalent)

History

  • The LLC is a relatively new business form in the United States, although it has existed in other countries for some time. In 1977, Wyoming became the first state to enact LLC legislation: it wanted to attract capital and created the statute specifically for a Texas oil company (W.S. 1977 § 17-15-101 et seq., Laws 1977, ch. 158 § 1). Florida followed with its own LLC statute in 1982 (W…
See more on legal-dictionary.thefreedictionary.com

Formation

  • State law governs the creation of an LLC. Persons form an LLC by filing required documents with the appropriate state authority, usually the secretary of state. Most states require the filing of Articles of Organization. These are considered public documents and are similar to articles of incorporation, which establish a corporation as a legal entity. The LLC usually comes into existe…
See more on legal-dictionary.thefreedictionary.com

Structure

  • The owners of an LLC are called members and are similar in some respects to shareholders of a corporation. A member can be a natural person, a corporation, a partnership, or another legal association or entity. Unlike corporations, which may be formed by only one shareholder, LLCs in most states must be formed and managed by two or more members. LLCs are therefore unavail…
See more on legal-dictionary.thefreedictionary.com

Operating Agreement

  • Nearly every LLC maintains a separate written or oral operating agreement, which is generally defined as the agreement between the members that governs the affairs of the LLC. Some states call an operating agreement regulations or a member control agreement. Although some states do not require an operating agreement, nearly all LLCs create and maintain a written document t…
See more on legal-dictionary.thefreedictionary.com

Membership Interests

  • A member of an LLC possesses a membership interest, which usually includes only an economic interest. A membership interest is considered Personal Property and may be freely transferred to nonmembers or to other members. The membership interest usually does not include any right to participate in the management of the LLC. Accordingly, if a member assigns or sells a members…
See more on legal-dictionary.thefreedictionary.com

Member Contributions

  • Members of an LLC contribute capital to the LLC in exchange for a membership interest. There is no minimum amount of capital contribution, and members usually can contribute cash, property, or services. By default, the total amount of a member's capital contribution to an LLC determines the member's voting and financial rights in the LLC. In other words, unless an LLC's operating ag…
See more on legal-dictionary.thefreedictionary.com

Liability

  • State LLC statutes specifically provide that members of an LLC are not personally liable for the LLC's debts and obligations. This limited liability is similar to the liability protection for corporate shareholders, partners in a limited partnership, and partners in a limited liability partnership. Under certain circumstances, however, a member may become personally liable for an LLC's debts. An …
See more on legal-dictionary.thefreedictionary.com

Records and Books

  • Many LLC statutes require an LLC to maintain sufficient books and records of its business and management affairs. This requirement varies from state to state. The books and records generally detail the members' contributions to the LLC, the LLC's financial and tax data, and other financial and management information. Like a partnership's books, an LLC's books generally mu…
See more on legal-dictionary.thefreedictionary.com

Taxation

  • Prior to 1997, the IRS generally treated an LLC as a partnership for federal Income Tax purposes. If an LLC is taxed as a partnership, its members are taxed only on their share of the LLC profits. Any gains, losses, credits, and deductions flow through the LLC to the members, who report them as income and losses on their personal tax return. The IRS developed a system for determining …
See more on legal-dictionary.thefreedictionary.com

Member Withdrawal

  • Members may withdraw from an LLC unless the operating agreement or articles of organization limit their ability to do so. A member must usually provide to the LLC written notice that he or she intends to withdraw. If a withdrawal violates the operating agreement, the withdrawing member may be liable to the other members or the LLC for damages associated with it. State law freque…
See more on legal-dictionary.thefreedictionary.com