Latest Articles from Jeramie Fortenberry
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How to Transfer a Florida LLC Interest to a New Owner
An ownership interest in a Florida LLC is generally called a membership interest. A membership interest includes the right to participate in the company’s affairs as a member—such as by voting on important matters. It can also include the member’s economic interest in the company—such as the right to share in profits and losses and…
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How to Transfer a California LLC Interest to a New Owner
California calls a person who owns a California LLC a member. A member’s ownership interest in a California LLC is called a membership interest. A membership interest in a California LLC consists of two interests that can be separated: Because these two interests are distinct, a person can acquire a right to receive distributions from…
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LLC Joinder Agreement
An ownership interest in an LLC is generally considered an LLC owner’s property. LLC owners (called members) can transfer their ownership interests (called membership interests) as long as the transfer complies with the LLC’s operating agreement and state law. An LLC member must prepare transfer documents to properly transfer an LLC interest to another person.…
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Assignment and Transfer of Membership Interest
An LLC owner (called a member) can transfer an ownership interest (called a membership interest) by complying with the transfer provisions within the LLC’s operating agreement and state law. An assignment is one of the key documents a member must prepare to officially transfer a membership interest to a transferee. What is the Purpose of…
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How to Transfer a Texas LLC Interest to a New Owner
The Texas LLC law calls an owner of an LLC a member. Financial rights in a Texas company—such as the right to receive distributions and share in profits and losses—is called a membership interest. A person’s status as a member of an LLC and the economic rights that come with a membership interest are distinct.…
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How to Sell or Transfer an Interest in an LLC to a New Owner
Under most state LLC laws, an LLC owner is called a member, and an ownership interest in an LLC is called a membership interest. Although there are default laws that govern transfers of membership interests, most states allow an LLC’s members to decide how ownership interests in a company can be transferred. Members establish the…
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Certificate of Formation
A certificate of formation is the LLC formation document that business owners file to begin a company’s existence. A person with authority to submit the filing (the organizer) files the certificate of formation with the state’s secretary of state or equivalent office that handles business filings. After the certificate of formation is filed and accepted,…
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Texas LLC Operating Agreement
An operating agreement is a contract signed by LLC members—and sometimes LLC managers—to provide for the governance and internal management of the LLC. The operating agreement defines the rights and obligations of the members and managers and serves as a blueprint for running the LLC. The document that most states call an operating agreement or…
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Texas LLC Certificate of Conversion
Texas law authorizes a legal process—called a Texas LLC conversion—that can change a business’s official home state (its domicile) or change its entity structure (corporation to LLC, for example). A conversion that changes an out-of-state LLC into a Texas LLC (or vice versa) is sometimes called a Texas LLC domestication, but the official term under…
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Certificate of Conversion
A certificate of conversion is a document that an LLC files with a state agency (usually the secretary of state) when officially changing the company’s home state—a process called an LLC conversion or an LLC domestication. An LLC’s certificate of conversion is one of several documents a company must prepare to complete the LLC conversion…