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Updated almost 8 years ago on . Most recent reply
Tranfering properties from personal to Llc or s corp
I currently own all my properties under my name and just created an llc. I also have an s corp for my two restaurants. Can I keep using my s corp for everything or do I have to use a seperate entity? Am I able to transfer the name to my llc or s corp? What kinds of costs are there? What about the contracts I have in right now that have not settled. Can I ask them to switch it to the llc or s corp? Thanks in advance!
Most Popular Reply
@Samuel Lee Talk to a Maryland attorney, but based on what you have told us, the solution looks pretty simple.
1. Create a new Maryland LLC. The filing fee is only $100. http://dat.maryland.gov/businesses/documents/fees....
2. Have your attorney prepare an operating agreement (it may be called a Company Agreement in your state) for your LLC. If you are married, it is generally a good idea to make your spouse a 50/50 member with you because in some jurisdictions a multi-member LLC is treated more favorably than a single-member LLC for asset protection purposes. A corporate (or transactional) attorney will have the most experience with LLCs, but a real estate lawyer can probably draft an operating agreement too. You don't need a complex operating agreement, but it should be state specific.
3. Execute quit claim deeds to transfer your free and clear properties into your new LLC. This is extremely simple. Any attorney that can draft an operating agreement can draft a quit claim deed, and a title company could this for you as well.
4. If you have a loan in your personal name on a property, leave that property where it is. The asset protection is not worth the risk of the lender calling your loan due.
5. Leave your restaurant assets in the S-Corp and separate from your real estate. A judgment against your S-Corp won't reach your LLC assets and a judgment against your LLC assets won't reach your S-Corp assets. A judgment against you personally can still cause all kinds of problems, so make sure you are adequately insured.