A limited liability company (LLC) is one of the most preferred corporate structures in doing business. It provides limited liability to its members and allows the LLC to choose how to get taxed, either as a S-corporation (pass-through entity) or C-corporation. It’s also an easy business structure to register. You don’t always need a LLC lawyer near you to register a LLC, especially when you’re only one owner. You can easily DIY by filing your articles of organization with the New York Department of State. In some cases, however, it is advisable to hire a LLC lawyer near you to handle your LLC filing, such as:
Use a LLC lawyer near you when you are starting the LLC with a few other persons who are not related to you by blood. Why? Because your lawyer can draft a customized LLC Operating Agreement with breakdown in mind. The LLC Operating Agreement will govern the internal relationship between the owners (called members), member roles and responsibilities, member meetings and voting, admission and withdrawal of members, distribution/sharing of profits and losses, tax treatment, whether there are restrictions on transfers of membership interests, capital contributions of the members, whether there are classes of membership interests, how books and recordkeeping are made and the person responsible for maintaining it, and dissolution. The LLC Operating Agreement is important because it allows the members to control how the corporation will be run, instead of defaulting to state rules.
A 501(c)(3) organization is a charitable organization that is exempt from federal income tax and allows donations to it to be tax-deductible. Creating this type of organization requires expert legal knowledge that cannot be done through DIY. Consult a LLC lawyer near you when intending to create this type of nonprofit.
Although raising capital is usually done through corporations, LLCs can also raise capital by creating different classes of membership interests in the LLC Operating Agreement. For example, there could be a preferred membership unit that receives guaranteed regular monthly or quarterly payments of the preferred return, which is a percentage of the capital account, but does not have voting rights. Common units, on the other hand, have more control with voting rights but are subordinate to debt and preferred units. An LLC lawyer near you can help draft an LLC Operating Agreement customized to your needs.
Some LLC lawyers near you will offer, as part of their service, the use of their address as registered agent. This frees you to move offices when required or allows you to use a post office box without missing important documents. Hiring a registered agent with a different address than yours will also protect your personal privacy.
Even if you are a one-person LLC, you may want to secure the services of a LLC lawyer near you to ensure you won’t experience any delays in registration and that the registration is done right the first time. In New York, not only do you need to register the Articles of Organization, you are also required to enter the LLC Operating Agreement before, at the time of, or within 90 days after the filing of the Articles of Organization. An experienced LLC lawyer near you will be able to complete your LLC registration within a short period of time.
LLC lawyers near you will usually just charge a one-time fee for simple LLC registrations, ranging from $1000 to $1500, which already includes the reservation of your company name, preparation and filing of the articles of organization, assistance in the publication of your notice of LLC formation, drafting of the LLC Operating Agreement and initial member resolution, and securing the tax identification number (EIN) Your LLC lawyer will also provide you with a memorandum on what you need to do annually or every two years to preserve your limited liability status.
Additional optional costs are: (a) getting your LLC lawyer as a registered agent for the use of his permanent address, which will require a minimal additional yearly cost; (b) facilitation of business permits and licenses with the state of New York, depending on the nature of your business; and (c) registration of intellectual property rights such as trademarks.
Once you’ve decided to secure the services of a LLC lawyer near you, make sure you are prepared with the following information when talking to your LLC lawyer:
Once you’ve established your LLC and have started operating, you will also need your attorney to create templates for you for the following contracts. Attorneys usually charge one-time fees for the preparation of these contracts:
A LLC attorney lawyer near you will be able to help you in these aspects. Although one can certainly DIY the LLC registration, you will need a LLC attorney near you, at one point, to help you with your business operations. Should you need a LLC attorney near you, we at the Law Offices of Albert Goodwin are here for you. We have offices in New York City, Brooklyn, NY and Queens, NY. You can call us at 212-233-1233 or send us an email at [email protected].