Questions tagged [limited-liability-company]

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In what circumstance would a holding company be legally liable if a subsidiary is sued or involved in an legal issues?

In what circumstance would a holding company be legally liable if a subsidiary is sued or involved in an legal issues? Lets say you have a holding company that holds 10 companies then one gets sued. ...
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Can an LLC own itself in Oregon?

Can a manager-managed LLC be its own sole member in Oregon? (I would assume it couldn't be member-managed, because in that case, nobody could manage it.) If so, how would you do this? Could the ...
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Can my company be its own registered agent?

I am applying for an LLC in NJ for a company called XYZ, and was wondering if I can use that same company name as the registered agent? Or can I just write "Registered Agent" as the name of ...
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Is there a type of LLC or company where new employees are automatically members?

An LLC can be filed with the owners as employees, but what about after? Every time you add a new employee who is to be part owner of the company, you'd have to re-file. Is there a way to avoid this? ...
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2 answers
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Is there such a thing as employee owned LLC?

There's employee owned companies, but I'm not looking to start anything quite so big. Is there a form of company like an LLC that's straight forward to file that will allow it to be employee owned?
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Can you retroactively pierce the corporate veil?

A business injures a customer. The customer sues and seeks to pierce the corporate veil and hold the business owner personally liable. The customer is able to present evidence of misconduct satsifying ...
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does LLC liability insurance offer any protection against piercing the corporate veil?

I have seen a fair amount of information about operating an LLC and steps to take to avoid potentially piercing the corporate veil. I am wondering if liability insurance carried by an LLC plays any ...
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PLLC protection still intact if using personal credit card for expenses

Would using a personal credit card to buy things for a single-member PLLC risk weakening the protection it offers over personal assets, or is it fine as long as proper accounting is maintained? It ...
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How to make an indie app to "belong" to the legal company?

Lets say I have a created an app that I now want to start a company for. Company will be a 1-person company who's only product will be this app. What will define that from now on the app's ...
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Create a company to manage my personal domain name

I own a domain name that has the format last-name.com, that is used primarily for personalised email addresses for my family. At the moment, I am the legal owner of the domain name and the ...
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4 votes
1 answer
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Can any national European company do business in all other member states?

For example, could a limited liability company registered in a Baltic EU state offer services in Poland? What I learn from the first comment to this question, this might depend for example on services ...
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Is an LLC Membership Certificate Legally Binding?

I'm wondering if an LLC Membership Certificate that has been signed by the owner of the company and promises a certain amount of stake in the LLC is legally binding/would hold up in court if there was ...
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2 answers
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Corporation tax and annual accounts for a closed UK company that lost money

Consider the following hypothetical scenario. Person A starts a limited liability company B in the UK, registered in England and Wales, through Companies House. Company B has expenses and some income, ...
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1 answer
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UK company A owns some listed shares. Can company A transfer the shares into company B as assets? What's the tax implication?

UK company A owns some listed shares (in a brokerage business account). Can company A transfer the shares into company B (same owner in both companies) as assets without selling them first? Is it ...
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What can the Chairman of the board do if he is on bad terms with the majority shareholders / directors

Our (Australian Incorporated) company is growing and we have been suggested to hire an influential individual to be the Chairman of our board. He has a lot of connections, experience, old , mature ...
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11 votes
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Spin-off company with all parent's debt?

Out of curiosity, is it theoretically possible for a parent company to create a spin off company that holds all of its debt and no assets? Then the subsidiary spin-off company will declare bankruptcy ...
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What are the minimal legal requirements for a US LLC to hire a person as a subcontractor in India?

I have an LLC and am considering outsourcing some data entry work to India. The work itself is very simple, essentially do X tasks, get X dollars. Assuming I can find a person in India willing to do ...
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1 answer
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Should Bob choose a manager while registering a new company?

Bob is an F-2(Student dependent) visa holder in the US who wants to establish a new company. Bob is not entitled to work in the U.S.. According to a video I saw on youtube that you must introduce a ...
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3 votes
2 answers
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How to force a UK company General Meeting to be held

Because of Covid-19 lockdown, the UK government passed emergency legislation in 2020 to allow companies to hold virtual general meetings and vote electronically. The Annual General Meeting is required ...
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1 vote
2 answers
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Can a LLC that was created end of year claim whole year?

Haven't been able to find an answer to this question. If an LLC is formed in October 2020 when I file taxes in April 2021 for the year 2020 can I claim the entire year expenses for the business in ...
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Can I form an LLC without a primary office physical address, preferably in Washington or Delaware? [closed]

Can I form an LLC without a primary office physical address, preferably in Washington or Delaware? I am a "digit nomad": I am a US citizen but have no long-term physical address anywhere in ...
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1 vote
1 answer
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Manager-managed vs member-managed standards of conduct in WY LLC law

Wyoming LLC law 17-29-409 says: (g) In a manager-managed limited liability company, the following rules apply: (i) Subsections (a), (b), (c) and (e) of this section apply to the ...
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1 vote
1 answer
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Who holds legal rights to manage a fund's money?

Scenario: Bob, Larry, and Curly want to invest their money together. Bob will be the active investor and Larry and Curly will only contribute capital. They set up two companies: Company M (...
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2 votes
1 answer
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Licensing self-written software and trademark to the company which I own

I wrote software (as a hobby) a while ago and also registered a trademark for it. I thought about trying to commercialize the software, and realized that in order to limit my risks it makes sense to ...
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2 votes
1 answer
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Limitations for importing from China to US

If a US small business company would want to import products from China ( possibly tax-free or low-tax, mostly beauty, cosmetics and fashion products - below $10,000), what are the limitations, taxes, ...
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How can i protect my self from contract termination in Germany?

I was offered a job position in Germany, this contract gives me the right to buy shares in the company (GmbH) after working for 4 years in this position. As I understood if I quit or my employer ends ...
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1 answer
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Is it legal for a publishing company to have a name containing "entertainment" in it?

Imagine a writer opens a LLC in the state of Wyoming for selling their books on Amazon. Is he allowed to name the company "Horror and Fury Entertainment" (provided there are no other ...
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If a New Mexico anonymous LLC must register in California as a foreign LLC (for doing business in CA), does the LLC lose its anonymity?

If a New Mexico anonymous LLC is required to register in California as a foreign LLC because it does business in the state of California, does that company as a whole lose some or all of its anonymity?...
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0 votes
1 answer
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any restrictions on transferring money from personal to business account

I'm starting a company and was wondering if I can use the income from my day job to fund my company until things are up and running. Basically I'd transfer funds from my personal account to the ...
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4 votes
3 answers
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What to do if you are sued for company name that resemble an existing company name in the UK? [closed]

I've been sued by Oracle for company name under the provisions of section 69(0) of the Companies Act 2006 (the Act) in The Company Names tribunal in the UK. My company name is JAVASCRIPT CONSULTING ...
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1 answer
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Changing NYS LLC mailing address

United State, NY state here. I'd like to change my 1-man LLC's official mailing address with the state. To my surprise, it looks like when I filed the original Articles of Organization over a year ...
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2 votes
1 answer
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Starting limited company in UK - different classes of shares

We are starting a limited (by shares) company with partner (in England). We wanted to model it in way that I have 70% of dividend and capital distribution rights and my partner 30%, but we both have ...
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1 answer
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Is it a myth that a single owner LLC protect the owner's personal assets?

I own 100% ownership of an LLC. I started this LLC because everyone gave me advice that if the company is sued, the banks won't go after my car, my house or etc. As I dig deeper into the legal ...
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2 votes
2 answers
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Can a plaintiff in a fiduciary breach of trust sue a particular director instead of the company?

I heard this story from Peter (not actual name): Peter co-founded a company with John. John earns 80% of shares while Peter owns 20% of shares. John being greedy empties all company coffers ...
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0 votes
1 answer
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Can a co-founder sue another co-founder from company constituitional infringements using courts of another country?

Say a company is incorporated in Dubai. All Shareholders live in Australia. A co-founder does something against the company constitution, such as diluting other co-founder shares. Can the other co-...
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1 vote
1 answer
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How Are LLC Liabilities Prioritized? e.g. Are Bank Loans Paid Before Legal Settlements?

Consider an LLC that owns a rental home worth $700,000 and has bank debt of $500,000. A renter slips, falls, sues, and wins a $300,000 settlement. Is the bank debt senior to the lawsuit, leaving the ...
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0 votes
1 answer
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What addresses can be a primary place of business for an LLC in Florida?

According to the Florida "SunBiz" website, the Article of Organization must list a "Principal Place of Business Address" in addition to a mailing address and the registered agent ...
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1 answer
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Can I use the same LLC for different business activities?

For example, can I use the same LLC to drive for Uber and for working on computer repairs?
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1 vote
2 answers
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Company limited by guarantee - can minors be guarantors?

In the case of companies described as a "Private company limited by guarantee without share capital", I understand that all Members of the company act as guarantors. In the case of it ...
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What is the effective date of a new shareholder?

Suppose a soon to be shareholder (New Shareholder) subscribes to become a shareholder of an LLC (Company A) on 1 November 2000 through a subscription letter. New Shareholder transfer cash to the ...
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-2 votes
1 answer
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Bypass SSN Requirement for Independent Contractors

I work in a sales organization, knife selling, and we hire pretty much anyone who is interested. We got a guy walking through in a college, who was interested, but did not have a social security ...
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legal to use company property for personal use?

I own an LLC (limited liability company) in Arizona, United States. More accurately, I am the sole member. I have no creditors, no investors, no board, no on else to worry about. This is federally ...
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4 answers
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How can I protect myself as a minority shareholder when I don't have the money to pay legal fees?

I'm about to sell shares to an angel who is going to become the majority shareholder of my company. The money will go into the company as new shares. I can only pocket it through salary agreements. ...
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-1 votes
2 answers
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How did facebook got away from fiduciary lawsuit when they diluted Saverin's shares?

Saverin eventually settled out of the court, for 5% equity. But why didn't he proceed for his original 30% equity when it was clear that facebooks majority shareholders failed to exercise the ...
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1 answer
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How would a minority share holder VETO power be provisioned in a company constitution?

To protect minority shareholder and potentially attract investors, a company would give minority shareholders the power to veto certain decisions. Typically decisions that would erode their ...
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1 vote
1 answer
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Can a nonprofit be a subsidiary of a for profit?

I have seen many results for a for profit being a subsidiary of a non profit, but not the other way around. I know there are some conflict of interest laws and was wondering if any of you can link me ...
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2 votes
2 answers
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Easiest way to modify LLC control?

I need to create a two member LLC. Initially the LLC will need to be fully controlled by one person, but in the future control will have to change to be 50/50. What is the easiest / safest way to ...
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0 votes
2 answers
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Can a company make an ethical commitment to customers that survives even when it's sold?

TL;DR: Suppose a company has made a specific ethical commitment to its customers. When selling that company, is it possible for the seller to prevent the buyer from reneging on or dropping that ...
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Employee Stock Ownership as long as Employee Stays in the Company, What Kind of Nonsense is This?

Recently a friend of mine has received a stock buy offer from its company. The company offered to sell a specific amount of the company shares with a nice discount rate, because he was in a critical ...
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2 votes
1 answer
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Do you loose liability protection if doing work for your LLC on your personal computer?

Do you have potential of loosing liability protection if doing work for your LLC on your personal computer (ie. a computer purchased with personal funds and not accounted for as being owned by the LLC)...
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