Limited-liability


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Book reviews for "Limited-liability" sorted by average review score:

Kennedy, Countryman & Williams on Partnerships, Limited Liability Entities and s Corporations in Bankruptcy
Published in Hardcover by Aspen Publishers, Inc. (June, 2000)
Authors: Frank R. Kennedy, Vern Countryman, and Jack F. Williams
Amazon base price: $200.00
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Williams at his best
Jack Williams is at his best. A must read for anyone interested in bankruptcy.


Limited Liability Companies: Law, Practice & Forms
Published in Hardcover by Clark Boardman Callaghan (July, 1994)
Authors: Jeffrey C. Rubenstein, Debra A. Mason, and Lawrence H. Brenman
Amazon base price: $375.00
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The Bible of LLC companies
This is by far the most complete, maticulous treatise on LLC companies. Rubenstein has defined himself as the nations premier authority on LLCs. Any attorney daring to deal in this area without this volume on their shelves is doing their client a disservice. A must buy for any corporate attorney


Limited Liability Companies: Laws of the United States
Published in Paperback by Nova Pub Co (October, 1999)
Authors: Dan Sitarz and Daniel Sitarz
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Book Review
This book is a fairly general overview of running a company. It doesn't really delve into anything too difficult and a lot of its bulk (number of pages) is made up by repeating the same material (as forms) with minor variations. Clarity could be greatly improved if a single iteration of the form was given, and the areas that were subject to variations were so indicated. The way it's done you have to compare 4-8 variations to see what changes between them. Another serious failing is the lack of an index for the forms on the CD. They are simply labeled Doc1, Doc2, etc. You have to open each one to find out what they are. The book does not refer to them by the names on the CD, and there is no index in either the book or on the CD. This is a mediocre book, not bad, not great.

Great Book for those wanting to start a LLC by themselves!
I find this book to be one of the best on the subject of LLC's. I myself invest in real estate and run everything through my LLC's. This book has pretty much all you need for running your company, every single form is incredibly useful. I personally do not use the Residential/Commerical lease forms because I use my own and each state and cities within the state have different rental regulations and laws. I strongly disagree with Mr. Bingham's review about the CD-Rom because in the book on pages 9-12 contain a list of the forms found on the CD-Rom and which form lable goes with which topic. An example of this is:

"Chapter 2: Business Start-Up Checklist"
Form 1: Business Start-Up Checklist (text form)"

The forms on the CD-Rom are in text and pdf format. I wonder if Mr. Bingham even opened the book because this is discussed at the beginning of the book with the "List of Forms-on-CD" section and throughout the rest of the book. I think this is a must have for those either considering forming a LLC for your business or running an existing one. This book is saving me a lot of time and effort and will do the same for you!


Starting a Limited Liability Company
Published in Hardcover by John Wiley & Sons (April, 1996)
Authors: Martin M. Shenkman, Samuel Weiner, and Ivan Taback
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Second Edition 2003 TERRIBLY OUT OF DATE
This Second Edition, published in 2003 has not been properly updated from the First Edition. The information is INCORRECT. DO NOT rely on the information in this book!!!

I contacted the publisher today, and expect a call back in the next two days, but until this book comes out in a revised printing, please be aware that despite its 2003 publication, it is very very out of date

For example, Appendix B states that only 48 states and the District of Columbia have passed LLC acts, and shows that Massachusetts was the last state to pass an LLC act, in 1995. In actuality, ALL 50 States and the DoC have passed LLC acts, the last State passed its act in early 1997!! That makes this book out of date by OVER 6 YEARS.

In Appendix A, a State by State comparison of LLC laws is similarly out of date, showing information that is 6 years old. For example, Appendix A states that Arizona requires 2 members to form an LLC. I formed an LLC in 1997, in Arizona, with only 1 member. The state laws governing LLCs have been ammended to more consistently conform to the Model LLC Act, and the information in Appendix A is now totally out of date.

I owned the First Edition of this book (which has been reviewed favorably here on Amazon), and when I ordered this Second Edition, I threw away the old edition, so I am unable to compare the main body of the two books to see what has actually been updated.

Erroneous Appendices aside, there are better books on forming LLCs available today. I reccomend the books by Anthony Mancuso published by NOLO. And for persons wanting a very detailed analysis of the taxation of LLCs, "Profits, Taxes, & LLCs" by Holmes F Crouch is a comprehensive, if challenging, read.

Solid Information About LLCs
If you contemplate starting a LLC, "Starting A Limited Liability Company" is a good book to help you learn a bit about the LLC business structure. The authors tell us that an LLC is a hybrid between a partnership and a corporation, combining the best of both. We also learn that because of its simplicity, LLC's are becoming the most popular business structure for new enterprises.

When deciding which business structure to use, the authors say we should ask ourselves the question: "Is there any reason to consider any approach other than an LLC?" The authors suggest that many S-corporations and C-corporations would switch to the LLC structure if it weren't for tax issues involved with making the conversion.

I don't believe that's fully true. The S-corporation has one or two very powerful advantages over the LLC. First, for members who are active in operating an LLC, the earnings are subject to self-employment taxation. With an S-corporation, part of the distributed earnings could be paid as wages and part as distributions. Those distributions legally escape employment taxation. This can save the entrepreneur $6,000 or so a year in employment taxes (Figuring about $40,000 a year in wages and $40,000 in distributions, and using 15% as the approximate employment tax rate, saves about $6,000 per year). Compounding those amounts over 25 years can easily amount to half a million dollars or more. Many entrepreneurs would rather invest that money themselves rather than pay it into the Social Security system.

The second advantage to S-corporations is that for companies operating in multiple states, corporate law is better established than LLC law. So, for entrepreneurs who started with S-corporations, there really seems to be little reason to convert.

The authors say that the LLC is a good structure for tech companies. But, for various reasons, most tech companies will probably operate as C-corporations. For example, C-corporations can offer employee stock options. And, if they desire the pass-through nature of early losses, an S-corporation works well.

The LLC offers a certain familiarity for sole proprietors who wish to become LLCs, because we learn that a single-member LLC is essentially disregarded for tax purposes. The single owner files Schedule C, just as if he/she were a sole proprietor. The authors devote a chapter to home-based businesses, saying sole proprietors might want to consider converting to an LLC to gain the benefits of liability protection. The authors also say having an "LLC" name makes the business sound more professional than a sole proprietorship.

The book includes a good chapter about "piercing the LLC veil." As with corporations, an LLC is a separate entity from the individual/individuals owning it and certain formalities must be taken to distinguish between the two or the protections of LLC formation can be lost. For example, don't commingle LLC money and personal funds.

If you're thinking of starting a LLC, "Starting A Limited Liability Company" is a good read.

Peter Hupalo, Author of "How To Start And Run Your Own Corporation: S-Corporations For Small Business Owners."

A thorough treatment of LLCs
I found this book to be very helpful, especially in the area of writing an Operating Agreement. The authors compare LLCs with other types of business structures and give the advantages/disadvantages of each. They have also added notes and tips throughout the book that will help you resolve issues in setting up your company. I used the tips to compile a checklist for setting up my business. Finally, there are plenty of sample documents that you can adapt for your own use. Although I have gotten an attorney to help with the fine details related to my state, I would highly recommend this book to help you understand and plan an LLC.


Form Your Own Limited Liability Company (2nd Ed.)
Published in Paperback by Nolo Press (February, 2001)
Author: Anthony Mancuso
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Waste of money for Illinois LLCs
I needed a book to guide me in forming an Illinois LLC after I had done research to determine the pros and cons of the structure. In other words, I needed a good rundown of the potential options for an operating agreement, and I needed clear instruction on the application/filing process.

This book was too generic on operations, and the actual formation of an LLC in Illinois requires one form and a check, but the book's description of the filing process for Illinois was not clear.

I noticed another book which goes through an operating agreement almost clause by clause - it was cheaper, too, but I have forgotten which book that one is. I wish I had bought that one.

Not enough for the price
This book has a good explanation of the ins and outs of forming an LLC. However, in most cases, you create an LLC by filling the blanks in a state form, and then optionally create an Operating Agreement by filling in the blanks in a sample version included in the book.

The value of this book is in the state-by-state reference and in the sample Operating Agreement (and accompanying explanations). It doesn't tell you much of anything about what else you need to do to start a business or run it, referring you to other books written by the author.

Given the relatively light content, I wouldn't have expected it to be on the high end price range of Nolo's offerings. The book's real value for me was filling in some gaps in Nolo's excellent "Small Business Start-Up Kit for California" by Peri Pakroo.

Good overview of the LLC process
An excellent intro to LLC's, in a generic sort of way. However, the sample operating agreements leave much to be desired...there are more thorough versions out there. In addition, the differences between the various state laws on LLC's make it necessary that you consult an attorney just to be on the safe side. Overall, I would recommend this to anyone who is thinking about getting into business.


How to Form Your Own California LLC (Limited Liability Company) Before the Ink Dries: A Step-By-Step Guide, With Forms (How to Form a Limited liabili
Published in Paperback by P Gaines Co (01 August, 2001)
Authors: Phillip G. Williams and Phil Williams
Amazon base price: $26.95
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This book was published before the ink dried...
This is an incomplete book that covers only the basics of "forming" a LLC. Not "maintaining"! I bought this book hoping to learn how to protect my business from lawsuits when litigants try to "pierce the corporate veil". Unfortunately there's NO talk about the formalities of maintaining the LLC. No talk about NOT commingling personal expenses with LLC expenses. No talk about setting up a separate LLC bank account. No talk about having a separate business phone line. No talk about having your web site registered in the name of the LLC. And where's the talk about sufficiently capitalizing the LLC relative to the level of business it generates? Failure to start the LLC with enough capital can make you personally liable to lawsuits. A dime a dozen are agents, lawyers and authors that try to make a buck off of you by getting you incorporated "before the ink dries". Just once I'd like to see someone who goes the whole nine yards by telling the WHOLE story about incorporating. The body of this book is 92 pages long followed by some forms...

Solid, no nonsense advice on forming a California LLC
I found this book helpful and time-saving. In general, it provides an overview of the limited liability company format, making entity comparisons between LLCs, corporations, and partnerships. It also focuses on specific California issues, such as California (as well as federal) tax angles. The appendices furnish an array of useful forms, some not directly related to LLC formation, but important in the larger business context. Included are state of California Articles of Organization for LLC formation, a model operating agreement, sample minutes of the members' first organizational meeting, an application for reservation of name, a preorganization subscription agreement, a bill of sale agreement, and a medical and dental reimbursement plan. Finally, membership certificates are appended as well and will do the job, but since these are photocopies, most people will want to order fancy custom-printed membership certificates from one of the companies supplying them. Almost all of these items can be tracked down by the persistent but prove especially handy in this one-stop format. One exception is the detailed operating agreement provided, which is invaluable and worth the price of the book alone. I could not have created this essential document on my own without this model. The step-by-step instructions, with filled-in forms as examples, and the appended form archives considerably speeded up the process of formation of my California LLC, if not "before the ink dries!" as the title asserts.


Your Limited Liability Company: An Operating Manual
Published in Paperback by Nolo Press (September, 2001)
Author: Anthony Mancuso
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Can't imagine many people need this book.
Generally I have to say I was a little disappointed with this book. To be fair it lives up to its claims that it will basically help you run LLC meetings and provides forms for most basic LLC functions EXCEPT creating one. It provides no business advice and no tax advice to help with serious beginning operation issues. I was hoping for a book that would offer advice and successful strategies for managing money in the LLC and discuss tax strategies and so on. Advice, that would help me operate an LLC with the legal documents to back up the advice. That is not what this book contains.

This book will not teach you how to begin running your own LLC business. But if you are an LLC member with two other members in your LLC it will tell you to use form 7 to formally announce the meetings and form 8 to guarantee that the announcement has been received and 9 to proactively declare that the meeting contents will be....

This book will not help you make tough decisions but it will tell you what to do if you have already made a decision. If that's really all that you want you have found your book.

What strikes me as odd is that the two most important documents as stated at the start of the book, the operating agreement and articles of organization, are not included in this book. For that topic they have written a whole SEPARATE BOOK for you to buy and they kindly point you in that direction.

My general feeling is that this 50-dollar book is too pricey for what it offers. They should drop the tear-out pages, that no one will ever use since the forms are on the CD, and the one or two pages for each states specific LLC rules, which could easily also be on the CD since you most likely only need the paragraph that pertains to your state, that make up HALF the content of the book and lower the price to 20.

Good Resource Guide
This book provided me with the essential information an LLC owner needs to avoid trouble with the IRS and the courts. This book contains a lot of practicle information, useful forms and many real life examples. It covers meeting minutes preparation, record keeping and the updated Federal 2003 Tax Act. This is a must book for any LLC owner!


How to Form a Corporation, LLC or Partnership in California (Quickstart Series (Knoxville, Tenn.))
Published in Paperback by Consumer Pub (July, 1998)
Authors: W. Dean Brown and Dean Brown
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This book should be disbarred for "mal practice."
This is a poorly organized, incomplete book that is written very generally and leaves to the reader much of the research on laws specific to the jurisdiction. I would look for alternatives before following the advice in this book or you could be lead astray.

Practical and Helpful
This book is straight-forward in its approach and helpful. When I called up the company, I spoke with the owner/author and his additional insight was useful! It's nice to do business with a customer-oriented company.

The "Quickstart" method gets rid of the confusion and outlines the exact steps needed to incorporate. It's pretty easy. I'd recommend this book.

How to Form a Corporation, LLC or Partnership in California
I loved this book. It was the easiest to understand of all the books I found.


How To Profit by Forming Your Own Limited Liability Company
Published in Paperback by Upstart Pub Co (01 September, 1995)
Author: Scott E. Friedman
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A Rip Off
You can get more more accurate information from your secretary of state for free. The author has taken generalized information from each state, compiled it into a book, and given it a title. The author is a lawyer. Think about it. What do you think you will get from a lawyer for 15 bucks? Not much! I returned the book for a refund.

outdated information
This edition date from 1995!! It is becoming seriously outdated, for instance page 28 "federal state treatment of one-member LLCs remains uncertain", this is not true anymore, a quick search on the IRS website will give you the answer (you can elect to be treated as sole proprietorship or as corporation). And since this book was published, Vermont and Massachussets have enected LLC laws. Don't buy outdated information, especially in the legal field.

One of the best on the subject
I checked out about 10 books on the subject of creating an LLC from my local library and this is one of (if not the) best.

Get a copy of it. Very thorough. Especially with making sure you are able to be taxed as a partnership and not as a corporation.


The Essential Limited Liability Company Handbook: The Newest Alternative in Business (Psi Successful Business Library)
Published in Paperback by PSI Research - Oasis Press (01 December, 1995)
Authors: Inc Corporate Agents, Douglas Campbell, Corporate Agents Inc, and Kathleen Doyle
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Information is readily available and Free, don't bother
This reference to LLC's covers less than what can be found on most state web sites. The forms are COPIES of downloadable forms from each state and are outdated. Most of the state fees are incorrect! LLC's are not difficult to file for. In most cases, there are only a couple requirements from each state and the forms can be completed in less than 30 minutes. What is hard about an LLC or any corporate structure is the Operating Agreement (like By Laws), which should be detailed and clearly spell out the rights, responsibilities and limitations placed on the members and managers of the organization. This book shows a couple very general examples but does not even list important areas to "think" about. The Operating Agreement is the most important document of an LLC; it is what creates the legal limiting of liability. The forms sent to the state are simply a formality and can be figured out by following the instructions on the forms themselves. More than 75% of this book lists information for each state and shows copies of forms. This is a waste. This is a no star book, but had to give atleast one.

Create an LLC in Your Own State Fast
This book is written by people who clearly know what they're talking about, and who aim to make the LLC simple to understand. They describe how easy it is to create one anywhere in the US and give you everything you need. The writing is simple, direct, and interesting--no legalese, no jargon. The book gives a clear picture of the advantages of LLCs over other business structures. Even though the copyright says 1995, the book has been updated through 1997 at least because it cites 1997 legislation. The authors walk you through the steps of creating the LLC, and provide simple forms of the five legal documents required--Articles of Organization, Operating Agreement, Listing of Managers, Listing of Members, and Listing of Capital Contributions. It lists state-by-state the address of the Secretary of State, the fees, and state LLC guidelines. Incredibly, the book includes the actual forms you need for the filing in each state. I picked up the book not knowing anything about LLCs and feel I came away with a clear picture of how to create one. I appreciate the feeling of empowerment. However, this book provides the simplest versions of the things necessary to create an LLC. And stops there. There are many REALLY valuable items you could include in your Articles of Organization that the authors could have hinted at without losing that simple feel. Also, the name 'Handbook' is misleading--you'll soon want another book that gives you the nuts and bolts of funding and operating an LLC. But what the Handbook does, it does well. Good book, great price.


Related Subjects: Limited-discretion
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