Читать книгу Ultimate LLC Compliance Guide - Michael Spadaccini - Страница 8

The LLC has some disadvantages that will make it an undesirable business form for some purposes. The LLC is a new business form and courts have not yet developed a body of legal precedent governing it. Thus, LLC owners and professionals may face operating questions and issues for which they have little or no legal guidance. That said, this concern lessens as the states develop a reliable body of law concerning LLCs and is of no concern at all for very small companies.

Furthermore, for business owners who wish to pursue venture capital, accumulate a large number of shareholders, and/or eventually pursue an initial public offering, the LLC is not an appropriate alternative to a corporation. Venture capitalists and angel investors tend to shy away from investing in LLCs. Most large, publicly held companies are corporations, not LLCs.

What should the owners of an LLC do if their company grows so much that an LLC is no longer the appropriate business form? The answer is simple: it is possible to convert an LLC into a corporation. Thus, some small companies begin life as LLCs and then outgrow the LLC form, so the owners transfer the assets of their LLC to a corporation they form. Thereby, the LLC is converted to a corporation. Furthermore, as one might imagine, it is also possible to convert a corporation into an LLC or to convert nearly any business form into any other. It is also possible to reorganize a business in another state by transferring the assets of a business into a newly chartered entity. Converting business forms requires some sophisticated legal and tax analysis and it should not be attempted without the services of a qualified attorney and accountant

The cost of setting up an LLC is roughly equivalent to setting up a corporation. The secretary of state’s fees for filing articles of organization and for filing annual reports are often the same for both LLCs and corporations. Organizers who wish to seek help with organizing an LLC through an LLC formation service or through an attorney will find the fees to be roughly the same.