Blog

Business Planning
Taylor Darcy

LLC Members: What You Need to Know about Your Fiduciary Duties

As a member of an LLC, you may owe a fiduciary duty to the company. The two key fiduciary duties are the duty of loyalty and the duty of care. Whether you have a fiduciary duty will depend on the LLC’s management structure and whether you have management responsibilities. Understanding

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Business Planning
Taylor Darcy

Making an S Corporation Election as a Married Business Owner

If you’re a married business owner and you want your business to be taxed as an S corporation, there are several things you need to know. The difference between community property and co-ownership of an asset Let’s take the example of owning a car. If you and your spouse are

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Business Planning
Taylor Darcy

LLC Operating Agreement: Is a Non-Compete Clause Necessary?

You and several friends start a new business and operate it as a limited liability company (LLC). Now that you’ve completed the first step—choosing a business entity—it is essential to prepare an operating agreement. The operating agreement is a contract that governs the operations of the LLC and sets forth

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Limited Liability Company (LLC)
Taylor Darcy

LLC Management: Who Should Run the Shop?

Determining who will manage the day-to-day affairs of your business is an important decision. You need to know, at the outset, who will manage operations, both for the success of your business and because the Limited Liability Company (LLC) operating agreement demands it. LLC operating agreements are very flexible, and

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Acquisitions
Taylor Darcy

Transferring LLC Membership Interests Part 3—Involuntary Transfers

An involuntary transfer of an LLC membership interest is just that—a transfer prompted by a creditor action or a triggering event outside of the member’s control. An individual or entity obtaining a membership interest because of an involuntary transfer usually cannot fully step into the shoes of the transferring member. This

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Business Formation
Taylor Darcy

Don’t Let Change Wreck Your Business: The Buy-Sell Agreement

Divorce. An unexpected death, disability, or retirement. An irreconcilable dispute. These triggering events may put your successful, stable business into a tailspin. Luckily, a buy-sell agreement can help you and your business be better prepared to handle these events. What is a Buy-Sell Agreement? A buy-sell agreement is a legally

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Business Planning
Taylor Darcy

Record Keeping for Your Business: What’s Required?

Whether you are just starting up a new company or have a business operating for a while, good record-keeping is essential to running your business. You are responsible for establishing an effective system to store and maintain your business records, whether your small business is a sole proprietorship, partnership, LLC,

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Business Planning
Taylor Darcy

I Need to Hire Someone for My Business; What Do I Need To Know?

Most businesses try to grow – at least somewhat.  However, to grow or to step away from the business for a personal life, vacation, or other ventures, you’ll need help with day-to-day operations.  If you’ve never hired someone before – or it’s been a long time – don’t worry –

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Business Formation
Taylor Darcy

Transferring LLC Membership Interests Part 2—Voluntary Transfers

An LLC affords its members a certain amount of personal asset protection. Part of this protection hinges on the restricted transferability of LLC membership interests.  Restricted transferability protects the non-transferring members from creditors and unwelcome new members, which upholds the integrity and value of the non-transferring members’ membership interests. Most

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Business Formation
Taylor Darcy

Stay in Control: Good LLC Governance

The LLC is a popular way to structure a business because it provides personal liability protection to the members– like a corporation does to its shareholders–but without as many administrative formalities. But if you’re an LLC member, don’t let this lull you into complacency. As a business owner, you’re responsible

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Business Planning
Taylor Darcy

Transferring LLC Membership Interests Part 1—An Overview

Say you are a member of an LLC. You own membership interests in the LLC. However, what if you want to leave the LLC? What if you get a divorce? What if you have creditors seeking immediate repayment? What can you do with your membership interests? The answer depends on

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