• You can also use the principal address of the LLC if it is located in the same state of organization. You must include the full address and not merely a P.O. Box.
    An assumed name is any name other than the legal name of the business on record with Secretary of State that has been adopted by the corporation/LLC. Most businesses find it desirable to identify the company with an assumed name since use of the full legal name requires that company abbreviations (such as inc., co., corp. Ltd., LLC, etc. be used on all company letterhead and other marketing materials. There is an extra filing fee required to be paid in order to adopt an assumed name.
    The members can manage the business and affairs of the LLC or they may appoint a manager (which can also be a member). The difference is a matter of the level of control and involvement the members desire to have in operating the company. The specific major decisions that any manager(s) can make will be defined in the operating agreement.
    You must determine how the member will share profits and losses. There are a variety of methods to share profits and losses other than simply based upon the percentage interests of each Member in the LLC. The three most commonly utilized profit sharing methods are: A) Single Class Membership-Percentage Interest Model, where one class of Membership Interests exist and where each Member splits profits and losses according to a simple pro rata Percentage Interest structure; B) Dual Class Membership-Preferred Return Model, where certain Members receive “Preferred Returns” from the LLC in exchange for a lower net profit/capital gain allocation than in Model I; and C) Dual Class Membership-Priority Return Model, where certain Member(s) receives a direct repayment of the total amount in outstanding debt attributed to the LLC (‘Priority Return”) in exchange for a lower negotiated net profit share than in Models I and II. This Model is used frequently for Members who have or will personally guarantee all of the LLC’s debts while other Members may merely contribute services or management functions.
  • Generally, the costs you contribute to organize the LLC will be considered to be your cash contribution to the LLC. In some cases, it may be real estate or services.
  • Decisions of the company can be made unanimously by the members or by the member's percentage interest or not at all.
    This means if a majority or more of the members propose to sell, transfer or assign all of their membership Interests to a person other than the other non-selling member(s), the selling members may require the non-selling members to participate in the sale and sell their portion of their membership interest to such third-party purchaser as is being sold by the selling member, or such member’s entire membership interest, for the same consideration and otherwise upon the same terms and conditions as agreed to by the selling member.
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