Change from S-Corp to an LLC?

Hi there, Generally speaking, "limited liability" of LLC means that no member will be personally liable for the LLC's obligations in excess of the amount that he or she contributed, or is otherwise obligated to contribute, to the LLC. In order to enjoy this liability protection, you want to make sure that you respect the boundaries and formalities of your business by: 1. Keeping your business capitalized enough to carry out its normal business functions and meet its reasonably anticipated obligations; 2. Keeping your business assets separate from your personal assets (like not using company truck to run personal errands); 3. Having separate bank accounts; 4. and following corporate formalities like keeping records of meetings, documenting important business actions, and having an operating agreement.

An attorney on this site can help you with all the steps, some offer it a a package. You first need to decide on the membership structure (who owns what). File Articles of Organization with the State, obtain your ein, draft your operating agreement (have a discussion re who does what), prepare your members resolutions/ have a meeting- to issue your membership interests and appoint the person to open your bank account. Verify what subsequent steps you need to take in your county/city because these are different; verify if your kind of activity requires registration with state and or county. With regard to address and documents, remember that Florida requires a physical address (no PO Box) and that banks have been more and more difficult about using virtual addresses in recent months.

Making changes to certain aspects of a North Carolina LLC is usually not very difficult, particularly if the LLC is recently formed. For example, if the desired changes are related to the LLC's Articles of Incorporation, filing amended Articles will likely be sufficient. Similarly, if the desired changes are related to the LLC's Operating Agreement, signing an amended Agreement will likely be the key. The processes for making other types of changes will vary based on the specific facts. When making changes to any aspect of a North Carolina LLC, it is important to comply with the LLC's operating agreement, the LLC statute, and other applicable laws. For legal advice on making changes to your North Carolina LLC, you should consider consulting with a knowledgeable business or corporate attorney. Good luck!

LLC formation is state-specific, as there is no federal formation process. Each state can establish its own laws, including those related to state taxes, for an LLC operating there. However, an LLC must also comply with any applicable federal laws. If you have specific questions about state and federal implications of LLC formation, you might consider consulting with a knowledgeable business law attorney. [I am licensed to practice law by the state of North Carolina.]

Hello: I understand you are forming an LLC and want to know how to distribute profits. Generally, members would share profits based on their percent ownership. For example, if you own 50% of the LLC, you get 50% of the profits. Likewise, with three members, it could be 33.33% each for example. However, LLC's are very flexibile and the distribution of profits and percentage is not set in stone. The members can decide how to distribute profits among them, usually set forth in the Operating Agreement.