Category Archives: Blog

A Reno Corporate Services Lawyer on Forming an LLC in Nevada vs. California

Reno Corporate Services Lawyer gavel

Entrepreneurs are wise to consider a Limited Liability Company as the form of business entity under which they operate their small business. Among the advantages are:

  • Limited liability
  • Pass-through taxation
  • Ease of set-up and administration

If you are considering forming an LLC in Nevada or California, there are many similarities and one primary difference.

The LLC Process

Establishing your LLC as a legal entity in either state involves a very similar process. It is necessary to select a business name that is both unique and also does not cause confusion with an existing business name. Both states require the filing of articles of organization as the primary document establishing the business. After the respective state receives the articles of organization, additional documents are required, which provide some basic information about the business’s organization. Additionally, depending on the nature of the business operation, additional licenses and permits may be necessary. It is also necessary to name a registered agent who can receive service of process documents and official notifications and communications from the state.

Stronger Corporate Veil

For most, the primary concept behind the formation of an LLC is to protect personal assets from business liabilities. The legal theory that affords that protection requires maintaining a separation between the individual and the business; if a business creditor can prove the LLC is the alter ego of the individual, the corporate veil may be penetrated. Because LLCs are relatively new, there is less history for piercing the LLC veil as opposed to a typical C corporation. By statute and case law, Nevada requires a showing of some ill-will or fraud on behalf of the individual business owner to prove an alter ego scenario and provides that an individual member is not a proper party in actions against the business. In contrast, California case law has established multiple scenarios under which the corporate veil may be pierced.

Contact a Reno Corporate Services Lawyer for Legal Advice

Forming an LLC in Nevada has many advantages and for some situations and some disadvantages. To explore your best options in forming a business entity, call the Sutton Law Center at (775) 824-0300.

An Asset Protection Attorney on the Advantages of Establishing a Trust in Nevada

Asset Protection Attorney book and gavel and flagA trust can serve many purposes, but one primary benefit is asset protection. Nevada, in particular, with the passage of the Spendthrift Trust Act of Nevada, has established laws that allow an individual to set up self-settled spendthrift trust, which offers a high level of protection from creditors.

Basics of a Self-settled Spendthrift Trust

In general, a spendthrift trust creates a restraint on the voluntary transfer of trust assets, as by the beneficiary, and involuntary transfers, as by creditors. A self-settled spendthrift trust, properly executed by an asset protection attorney, allows one person to act as both settlor and beneficiary of the trust, which allows that individual to control the assets and have use of the assets free from the reach of creditors.

Advantages

  • Among the many advantages of such an asset protecting trust are:
  • The individual need not be a Nevada resident
  • Any type of asset can be protected from creditors
  • Any amount of assets can be protected
  • Allows assets to remain in the US and avoids the necessity for complicated foreign or offshore plans
  • Provides special protection for future generations

Other Considerations

One issue to consider is that there must be two trustees and that the settlor cannot distribute the assets him or herself. Consequently, the settlor, who acts as the co-trustee, must have a person or entity that is trustworthy. Additionally, two years must pass between when the asset was transferred to the trust before it is fully secure.

Contact an Asset Protection Attorney for Legal Advice

If you are concerned with creditors, bankruptcy or simply desire securing your family’s financial well-being, you should consider the benefits of a Nevada trust. We can help. Call the Sutton Law Center, an asset protection attorney group, at (775) 824-0300.

 

A Reno Corporate Services Attorney Can Help You Handle Business Disputes

business meeting with Reno Corporate Services Attorney

Sometimes even the most well-meaning of businesses get entangled in legal disputes. Disputes between business are usually lose-lose situations because, no matter what the facts of the case are, getting mired in protracted business litigation takes time and resources away from the company that could be better spent elsewhere, distracting employees and putting a drain on the company’s finances. A dedicated Reno corporate services attorney can help you deal with business disputes and litigation so that you can devote your time to running your business.

What We Can Do For You

We will strive to work with your company’s best interests in mind and resolve any business disputes in the most efficient and cost-effective manner possible. We will listen closely to your concerns and goals, gather the facts, determine the best legal course of action, and work with you and your partners to come up with the best legal solution that preserves your business’s interests and integrity.

Business Disputes

Whatever kind of business dispute you face, we want you to know that you will be in experienced and qualified hands. We know that you would rather spend your time focusing on your company and your employees, and not dealing with protracted, tedious legal dispute resolution, so we will make sure to keep in frequent communication to let you know what you need to, but we will handle the finer details of litigation ourselves.

Contact Us to Learn More

If you need an experienced Reno corporate services attorney who will handle your company with personalized, effective representation, contact the Sutton Law Center, A Professional Corporation, toll-free at 1-800-700-1430. And you can explore this website to find out more about our other corporate services, and how we can help your business grow and flourish.

Your How-to on Nevada LLC Formation

Nevada LLC formation

There are many advantages to forming an LLC in Nevada. The lack of a state income tax is a big draw. Other advantages include enhanced privacy rights and asset protection. The real question, though, is not why Nevada LLC formation is a good idea, but how one is formed.
The first step in Nevada LLC formation is to consult with the business attorneys at the Sutton Law Center. It is necessary to determine whether a LLC is the best vehicle to use for any given situation. Once that is established, the next step is to actually form the LLC.

Name Availability

The name of a proposed LLC cannot be the same or deceptively similar to that of an LLC already in existence in Nevada. Therefore, it is important to check the availability of your proposed LLC name with the Secretary of State.

Articles of Organization

Nevada LLC formation requires that articles of organization be prepared and filed with the Secretary of State. The LLC can be formed by one individual or several. Further, the owners must decide whether the LLC will be managed by the owners themselves, or by appointed managers. If members are going to manage the LLC, they must be identified (with street address) in the articles of incorporation. If, instead, the LLC will be managed by outside managers, they need to be identified in the articles. In this situation, the LLC members do not need to be identified. In addition to identifying the managers of the LLC, the articles require the organizer to identify the agent for service of process in Nevada.

State Business License

The organizers must obtain a state business license as part of the Nevada LLC formation process. This is obtained through the Secretary of State.

Initial List of Managers

Upon forming a Nevada LLC, and annually thereafter, the LLC organizers must submit to the Secretary of State the Initial/Annual List of Managers. If the LLC is run by outside managers, then these individuals will be identified on the list. If, however, the LLC is managed by members, then it is the member-managers who must be identified on this form.

Operating Agreement

One of the most crucial documents of your LLC is the operating agreement, which sets forth the financial and functional structure and rules of the LLC.

More Information on Nevada LLC Formation

For more information or to schedule a consultation, contact the Sutton Law Center at 775-824-0300.

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