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Piett and Wright Las Vegas Attorneys at Law
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509 South 7th Street Las Vegas, NV 89101 Phone: 1-702-566-1212 Fax: 1-702-566-4833 Toll Free: 866-373-0012 E-mail: This e-mail address is being protected from spam bots, you need JavaScript enabled to view it |
| Limited Liability Companies (LLC) |
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A limited liability company is essentially a hybrid business entity. It combines the best attributes of both a corporation and a partnership. Subject to limitations enumerated in its Articles of Incorporation, an LLC has all the power and authority of a natural person: to transact business, sue or be sued, make contracts, buy and sell real and personal property, etc. However, the partners in an LLC enjoy the limited liability similar to that of corporate shareholders. LLC members are not personally liable for any debt, liability, or obligation of the LLC solely by virtue of being a member. They will be held liable, of course, for their own tortious acts. Further, if the members are engaged in unlawful conduct in the name of the LLC, the courts may “pierce the corporate veil” and find the members personally liable for those intentional acts. It is relatively simple to form an LLC, requiring the filing of Articles of Incorporation with the Secretary of State and paying the applicable filing fees. With regard to tax implications, the formation of an LLC does not qualify the entity for favorable tax treatment. A single-owner LLC may elect to be taxed as a corporation but will be taxed as a sole proprietorship in the absence of an express election. |