Business Entity Structuring in New Jersey

[Evan Ventura]

Hey everyone, I am curious as to how other buy and hold investors, specifically doing business in New Jersey, are structuring their businesses? I've read numerous long-winded threads on this topic but am still unsure as to how to proceed. Some claim using an LLC for each individual property is the only way to go, others claim there is little merit to this and an umbrella insurance policy is how it's done (but only up to so many properties?), etc. My business partner and I have recently acquired our first rental property (within an LLC) and will be refinancing the home in 6 months to pay back a lender. I understand that refinancing the property back into a conventional mortgage will prohibit us from returning it to an LLC (as an aside—has anybody had their mortgage called transferring the deed back to an LLC)? We plan on getting in this for the long haul and would like to plan with scaling in mind. With what little knowledge we have so far, transferring the deed back into an LLC after refinance and establishing a "parent" (series? S corp?) LLC with which all other properties LLCs fall beneath it seems most appealing to us. However, due on sale, series LLC vulnerability, and taxation under this structure is of concern to us. Any first hand experience, specifically from investors in New Jersey, is much appreciated!

[David Dachtera]

@Evan Ventura,

You'll want to get in touch with a JD/CPA who has been mentioned here on BP, Mark Kohler of KKOS Lawyers(.com). Here's the structure he supports:

1. A revocable trust to replace you as owner of your business entities.

2. An S-corp as your "operating" company (money flows through it), owned by the trust.

3. LLC(s) to hold properties long term. Decide how much equity to have in each LLC and start another when that threshold is reached. LLCs are owned by the S-Corp and your trust for multi-member protection.

Make sure all entities are properly insured. This structure provides isolation from risks and liabilities of your entity structure. None of the entities are owned by any human person. So, if someone wants to get directly to you, they'll have to work for it.

Insurance alone on properties in your name leaves your entire estate exposed and at risk once litigation is brought, whether you win or not.