Fred D. Zemel
Partner
201-896-7065 fzemel@sh-law.comScarinci Hollenbeck’s professionals are well-versed in the LLC field and ably assist our clients in serving their needs.
Partner
201-896-7065 fzemel@sh-law.comLimited Liability Companies
The limited liability company (“LLC”) is the most versatile of all forms of business entity. All states, as well as many foreign jurisdictions, have adopted this form of business organization. Despite the widespread availability of the LLC, there are important differences in the laws of the various jurisdictions. These require skillful evaluation of the statutes in light of the client’s objectives, in order to make the proper selection. Equally important, yet often overlooked, are the consequences of the client’s election to have the LLC taxed as a corporation or as a partnership. One also should not overlook the rules governing the business relationships among the members. These should be handled in a well drafted Operating Agreement.
The LLC is useful in estate planning, where different classes of interest may be easily created and assist the client in business succession and gifting. The LLC may also be preferred in the real estate context, because it is does not suffer from the same limitations as do limited partnerships. For other clients, the LLC is a substitute for consolidated returns, or it is useful as an acquisition vehicle in a corporate setting. New businesses prefer the LLC because losses arising in the early years of operations pass through to the members. Mature businesses may prefer the LLC, because it allows different membership classes to be created that permit performance to be rewarded and accommodate business succession. Although the LLC may be a suitable choice in each of these examples, the selection of jurisdiction, the contents of the operating agreement, and the need for tax planning require the attention of skilled legal counsel to craft proper plans for each client.
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Scarinci Hollenbeck is a business law firm based in New Jersey, New York, and Washington, D.C servicing clients worldwide.
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At Scarinci Hollenbeck, our attorneys are forward-thinking professionals dedicated to the ongoing enhancement of their legal expertise. They stay informed of legal developments, engage in professional bar associations, contribute to legislative initiatives, and actively engage in speaking opportunities—all to provide the highest quality service possible.
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For over 35 years, Scarinci Hollenbeck has offered comprehensive legal services to businesses both locally and globally. Our attorneys draw on extensive industry knowledge, representing clients in sectors such as real estate, entertainment, technology, and energy. We take pride in the successful outcomes we consistently achieve.
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