How to structure entity for me and an angel investor? Help please

[Tyler Sample]

Hello everybody, 

It is just me and a potential angel investor. How should we set up a formal business entity for us to invest in land wholesale deals and storage unit facilities? Located in south Texas/Gulf Coast area.

From what I have researched, what I have gathered this far is - form an LLC and then an LP, while having also a PE fund AND a PE firm? And have the LLC taxed as an S-Corp? I take it the private equity stuff will take care of the capital needed for regular daily operations? I'm not sure if I would try to draw any sort of annual salary, pretty sure I won't be doing that, nor the AI. We just want to do everything correctly especially when it pertains to the returns on our investments.

P.S. does anyone here have experience determining EBITDA of a company or analysis? Mergers and Acquisitions? 

Thank you again!

[Ashish Acharya]

Depending on what you are doing, this is very needs-specific. 

- Asset Level LLC will be Partnership

- Your sponsor entity needs to be S-corp (Please don't invest GP equity via this)

- Your Asset Managment LLC can be 100% owned by you or your Holding company. But the net income needs to be zeroed out to the Sponder entity to save SE taxes.

It gets complicated man. Please talk to a professional. 

You will need a reasonable attorney and tax advisor.