Hi. Thank you for using JustAnswer. My name is Fred and I'm going to assist you today.
Hi Fred.... pleasure...
Limited liability companies are business entities established at a state level through each state's secretary of state. As such, there are different state rules and regulations affecting the ownership changes of an LLC. That being said, there are some standard considerations when looking to change one or more ownership interests in an LLC. It is imperative to understand that unless the business has a buy-sell agreement or clearly describes buyout provisions in the articles of organization, the LLC could terminate if one owner decides to leave, retires, declares bankruptcy or dies.Items you will need Articles of organizationStep 1Read the articles of organization and any buy-sell agreements describing the provisions set forth by the LLC members at the inception of the company. These provisions will state under what circumstances ownership may change, what type of person may assume or buy another owner's interest and what parties maintain control after a buyout.Step 2Write a contract describing the change of ownership. List the provisions set forth in the articles of organization and the buy-sell agreement. Describe which owner is leaving and for what reasons and list the new owner's name, ownership interest and responsibilities in the LLC. The contract should transfer all liabilities from the original owner to the new owner.Step 3Contact the secretary of state where the LLC is registered. Request a "certificate of amendment" to change the ownership of the LLC. Fill out the form to reflect the new ownership change and describe the percentage of ownership of all LLC owners.Step 4Sign and submit the certificate of amendment to the secretary of state. Pay any filing fees as indicated on the form instructions.
I get this question alot and basically have the procedures numbered.
sounds pretty easy....
It is easy in reality - it's just not done routinely by people not in the business.
You can get a certificate of amendment directly from the CT corporations online.
I am in business already, we set up a separate entity but never used it... I just want to buy it for future use...
I'll post a link to such.
ok.. cool.. thanks...
a link would be great... thanks..
I'm looking now - thanks for your patience.
Here's the link:
no worries.. thanks
So you want the articles of amendment and interim notice of change of manager/member.
Fill those out and file with the secretary of state and pay the associated fees.
its that easy huh... very cool.. thank you...
Yes, it's that easy.
You're welcome. Good luck!!
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).