Do I have to repeat the LLC Publication if I change the Name of the LLC?

A reader asked this question in response to my post: Taking Care of the LLC Publication Requirement: "I was hoping you could illuminate something for your readers. If a business were to file a pub requirement under one name (i.e. Acme, LLC.)…

LLCs and Derivative Actions – Tzolis v Wolff

What can a member of an LLC do if managers or members of the LLC engage in conduct that harms the LLC?  A New York Appellate Court has held (Tzolis v Wolff, 2007 NY Slip Opinion, Appellate Division, First Department) that a member of…

Divorcing an LLC – or – Why an Operating Agreement can be Priceless

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Divorcing from your business partners in a limited liability company can be just as nerve-racking, costly and life/business interrupting as divorcing your spouse.  What is worse, if you failed to plan for an exit strategy in an operating…

Dissolving a Mistake LLC

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Let's say you formed an LLC, because all of your business friends did, but then it turns out it is really not the right form of business entity for you and your fellow founders.  You haven't started doing business with the LLC, the LLC…

What happens if I don’t file newspaper ads for my LLC?

A reader had this question in response to my post "Taking Care of the LLC Publication Requirement": If I own an LLC just to protect the company name and I don't file the newspaper ads, is the only issue that I lose the ability to do business…

Taking Care of the LLC Publication Requirement

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Setting up a limited liability company in New York requires you to jump through one additional hoop: Publication of a notice of the LLC formation in two newspapers (See Section 206 of the Limited Liability Company Law for exact legal requirements). …

Limited Liability Protection of LLC not absolute

Section 609(a) of the New York Limited Liability Company Law provides that an LLC member is not personally liable for the debts and obligations of the LLC.  That is the beauty of having formed a limited liability company.  If the LLC…

Foreign LLC doing business in New York must publish in New York – and other Lessons

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Picture this: Amy formed Ace LLC, a Nevada Limited Liability Company, for her New York business.  She thought that LLCs are cheaper to form in Nevada, would incur fewer taxes and save her from complying with New York’s costly LLC newspaper…

The LLC Operating Agreement – Keep it Simple

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Here is a little known secret about limited liability company (LLC) operating agreements:  They are often more complex than necessary.  Pick up any "standard" operating agreement from the internet or elsewhere and you will…

Spotlight on Buy-Sell Agreements

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Buy-sell agreements are like prenuptial agreements for people in business together; Buy-sell agreements set forth what is going to happen when things go wrong and business partners want to, or have to, separate.  As with prenuptial agreements,…