Login|Contact Us
Question and Answer

Business Law

Ask a Business Law Question, Get an Answer ASAP!

  • Ask A Question
  • Browse Answers
  • Meet The Experts
  • How JustAnswer Works

I currently have a single member LLC. I need to change it to

 
PaulMJD's Avatar
  • Answered by:PaulMJD
  • Attorney
  • Positive Feedback: 99.3 %
  • Accepted Answers: 3694
Verified Expert
in Business Law

Recent Feedback

Positive
he is the only lawyer who even tried to answer me which i appreciated as i am a...
Positive
fast complete answer--enjoy working with this guy--give him a raise
Positive
quick concise answwer
Positive
Thank you for your promptness and knowledgeable response.
Positive
I feel PaulMJD really went out of his way to point me in the right direction...
Positive
Sir, you have been most helpful, thank you.
Positive
He was very accurate and to the point. i felt like he gave me very good advice...
Positive
I want to say THANK-YOU for the legal advice that you gave to me. It helped me...
Positive
sometimes I just hate the answers I get--but you guys all sure know your stuff--
Positive
The response was in layman terms of which I could understand. I am also pleased...

Customer Question

I currently have a single member LLC. I need to change it to a multi-member llc. Its currently taxed as an s-corp. What exactly do I need to do to complete this change? I'm less worried about what i need to do internally (update operating agreement, etc...) and more about what information and documents I need to send to the IRS, State of Pennsylvania, City of Pittsburgh, or any other place. If you could tell me exactly what I need to do, that would be great. Thanks

 

Optional Information:
State/Country: United States

Submitted: 1363 days and 6 hours ago.
Category: Business Law
Value: $40
Status: CLOSED
Picture
Expert:  PaulMJD replied 1363 days and 6 hours ago.

First, to add members to an LLC you would do this by amending your articles of organization with the Secretary of State and adding the new members. You would also amend your bylaws/membership agreement which would include rules for removal of members, voting rights, responsibilities of members, percentage of ownership of members, and any other regulations you want that you want to specify.

As far as taxation, when you say it is "currently taxed like an S-corp," this tells me you really are not familiar with an LLC and you perhaps expect this to change, but it will not change. An LLC is a "flow through" entity for the purposes of taxation and all of the members pay taxes on the profits of the LLC based upon their percentage of ownership. The LLC files a corporate tax return, but pays no taxes, and each member is issued a K-1 Form which details that member's tax liability based upon their percentage of ownership. This does not change and you need to make no notice to the IRS or anyone other than updating the Operating Agreement with the Secretary of State's office and perhaps updating your annual report if you are going to be changing officers around or adding new ones.


I hope you found my answer helpful, please click on the GREEN ACCEPT for my answer. This is necessary for me to be paid for my work and so that I can get credit for assisting you. Your question will not close, and you will still have the opportunity to follow-up if needed. Leaving a bonus and positive feedback is not required, but doing so is certainly appreciated!

If you have additional questions, please keep in mind that I do not know what you already know or don't know, or with what you need help, unless you tell me. Please consider that I am answering the question or question that is posed in your posting based upon my reading of your post and sometimes misunderstandings can occur. If I did not answer the question you thought you were asking, please respond with the specific question you wanted answered.

Also remember, sometimes the law does not support what we want it to support, but that is not the fault of the person answering the question, so please be courteous.

There can also be a delay of an hour or more in between my answers because I may be helping other customers or taking a break.

You can always request me through my profile at http://www.justanswer.com/profile.aspx?PF=10285032&FID=39 or beginning your question with “For PaulMJD…”


Customer replied 1363 days and 6 hours ago.

Thanks. The IRS just passed new tax rules for taxation purposes for adding a member into an llc, so the reason i said that i was taxed as an s-corp was because i was wondering if that would make a difference for those new rules, but i guess i should ask a tax person about that.

When I signed up for the EIN, i checked the box that said sole-member llc. I was wondering if I had to contact the IRS to change that to let them know that its a multi-member llc now (and whether I have to actually give them the name of the other person)

Picture
Expert:  PaulMJD replied 1363 days and 6 hours ago.

Single member LLCs are treated differently for federal income tax purposes than multi-member LLCs. For federal tax purposes, the single member LLC is ignored and the owner simply reports income and expenses on Schedule C of his or her 1040.

Under the IRS rules, you need a new EIN if the current one is under your name or under your name and the name of the LLC. However, if your EIN is under only the LLC name, you do not need a new EIN. See: http://apps.qai.irs.gov/businesses/small/article/0,,id=98011,00.html

As far as Articles of Organization, you need to update those and file them with the Sec of State.

Customer replied 1363 days and 5 hours ago.

Here is the Pennsylvania articles of organization:
http://www.dos.state.pa.us/corps/lib/corps/20/7/8913.pdf
It never really asks for the names of members. Do I still need to notify them/file an ammendment?

Picture
Expert:  PaulMJD replied 1363 days and 5 hours ago.

THIS ANSWER IS LOCKED!
You can view this answer by clicking here to Register or Login and paying $3.
If you've already paid for this answer, simply Login.

 
Tweet

6 Business Lawyers are Online Right Now

Ask Your Question Now
Business Law Questions Date Submitted
RA-mls 3/26/2013
I have a car that I will need to use in six months (possibly 3/24/2013
how do i run a report on the company in NJ? I am suing the 3/14/2013
I actually am not sure if this is a family law or business 3/8/2013
We have a Texas 2 member (father and son) LLC taxed as a partnership 3/8/2013
This is a business law question 3/6/2013
Question:A private lender made to a loan to a CA corporation. 3/3/2013
i need to learn everything there is to know about australian 3/3/2013
ra-jac 3/1/2013
I am an independent sales representative in AZ and need to 2/28/2013
RSS
Next 10 >
Ask A Business Lawyer
Type Your Business Law Question Here...
characters left:

Top Business Law Experts

See More Business Lawyers

In The News

Nbc
Washington Post
New York Times
Cnn
Learn More

How It Works

  • Ask an Expert
  • Get a Professional Answer
  • Ask Followup Questions
  • 100% Satisfaction Guarantee
Learn More
 
 
 

Recent Articles in Business Law

  • Board of Directors Related Questions
  • Bar Business Questions
  • Privacy Policy Laws
  • Legal Disclaimer Related Questions
  • Stock Trading Laws
  • Legal Jurisdiction Related Questions
  • Limited Liability Partnership
  • Professional Limited Liability Company
  • Piercing the Corporate Veil
  • Questions about Export Laws and Rules
All Business Law Articles
 
 
 
close
Find Expert answers related to your question.
Sign up using email
We will never post anything without your permission.
Already have an account? Sign in

Ask a Business Lawyer

Get a Professional Answer. 100% Satisfaction Guaranteed.
211 Business Lawyers are Online Now
Type Your Business Law Question Here...
characters left:

DISCLAIMER: Answers from Experts on JustAnswer are not substitutes for the advice of an attorney. JustAnswer is a public forum and questions and responses are not private or confidential or protected by the attorney-client privilege. The Expert above is not your attorney, and the response above is not legal advice. You should not read this response to propose specific action or address specific circumstances, but only to give you a sense of general principles of law that might affect the situation you describe. Application of these general principles to particular circumstances must be done by a lawyer who has spoken with you in confidence, learned all relevant information, and explored various options. Before acting on these general principles, you should hire a lawyer licensed to practice law in the jurisdiction to which your question pertains.

The responses above are from individual Experts, not JustAnswer. The site and services are provided “as is”. To view the verified credential of an Expert, click on the “Verified” symbol in the Expert’s profile. This site is not for emergency questions which should be directed immediately by telephone or in-person to qualified professionals. Please carefully read the Terms of Service (last updated February 8, 2012).

Truste
Contact Us | Terms of Service | Privacy & Security | About Us
© 2003-2013 JustAnswer LLC