Corporate Business Structures | Structuring Your Business

Limited Liability Companies (LLCs)

Limited Liability Companies (LLCs)

LLCs are similar to corporations in that they offer limited liability protection to its owners. LLCs also have fewer corporate formalities and greater tax flexibility.

Information on LLCs is provided in the following sub-sections:

INTRODUCTION

One of the main purposes of an LLC is to provide liability protection for its members and managers. The Limited Liability Company is one of the most powerful business tools available today.

The LLC structure enables you to operate with its unique features:

  • Write-off early year losses
  • Allows unlimited number of members
  • Reduces or eliminates your self-employment taxes
  • Provides liability protection for members and managers
  • Enables the restriction of member voting rights

Whether you are just starting a business, or have been in business for years making the decision to form a business entity is very important. To choose the correct business entity you need to ask yourself a number of questions. Nevada Corporate Associates have the answers you need. Contact us today !

EFFECTIVELY IMPLEMENTING LLCs

The process is started by understanding your business operations and how you intend to allocate profits and tax liabilities. Another very important aspect of creating An operating agreement. This document defines the LLC operations. and it outlines the business’ financial and functional decisions; including rules, regulations and provisions. The purpose of the document is to govern the internal operations of the business in a manner that supports the specific needs of the business owners. When the document is executed by the members of the limited liability company, it acts as an official contract binding them to its terms.

The next operation is the file the LLC with the Secretary of State for the state in which the LLC is domiciled. When forming a limited liability company (LLC), you are required to file a document called the Articles of Organization with a state or local government agency. The Articles of Organization act as a charter and set forth certain basic information about the business.

CURRENT IMPLEMENTATIONS

 LLCs are extremely useful in business because of their flexibility. For real estate companies, each separate property can be owned by its own individual LLC, thereby shielding not only the owners but their other properties from cross-liability. LLCs require much less administrative paperwork and record-keeping than a corporation. 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.

TAXATION CONSIDERATIONS

As a member of an LLC, either a single member or one of multiple members in the business, you are a business owner, not an employee of your company. You don’t receive a paycheck. Instead, each member has a capital account, which is the member’s share of the ownership of the LLC (shown as owner’s equity on the business balance sheet).

In most cases, when you become a member, either when the LLC is formed or later, you will need to contribute money to this account. When you need money, you draw out (take a distribution from) your capital account.

When you take money out of your LLC, you are taking money out of your ownership account for the business. This ownership (or equity) is shown in your capital account.The capital account is shown on your business balance sheet.

If you need money for personal living expenses, you take a  from your capital account. Sometimes this is called a “distribution” or a “draw.” The draw is usually in the form of a check, written to you personally on a business check.

But this check is NOT a paycheck. No federal or state income taxes are withheld from your draw, nor is there any FICA tax (Social Security/Medicare) withheld from your draw. Make sure the draw is paid to you by the business, using the business checking account, and that the draw is deposited into your personal checking account.

Because no money is withheld automatically from your draw, you may need to pay quarterly estimated taxes. Talk to your tax professional.

You (personally and business) don’t get taxed on the money you draw out for personal use. Your business tax amount is determined by your portion of the net income or loss from your business for the year.

 Just to be clear, if you take out more than the net income, it doesn’t increase your income tax liability. If you take out less than the net income, it doesn’t decrease your income tax liability.

An LLC is a strange type of business entity because an LLC is not recognized as a taxing entity by the IRS. Instead, LLCs pay federal income taxes in one of two ways, depending on whether they have one owner (called a member) or multiple owners:

  • If the LLC is a multiple-member entityit pays federal income taxes as a partnership.
  • If the LLC is a single-member entityit pays federal income taxes as a sole proprietorship. This means in most cases that the single-member LLC pays taxes by filing a Schedule C and including it in the owner’s personal income tax return.

LLCs can also elect to be taxed as either a corporation or an S corporation, making the confusion even greater.

Just to increase the confusion, the IRS and some states call the single-member LLC a disregarded entity.

For more information on how to “Cover Your Assets”, please feel free to contact  Nevada Corporate Associates for a free private consultation.

Do you have questions? Let Us help you.

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