Without your effort, hard work, and dedication, your business would not be the same. In your mind, you and your business are inseparable. However, for legal reasons, you might want a clear distinction made between you and your business.
Because a limited liability company (LLC) is its own legal entity, it allows you to create that legal distinction between you and your business
Advantages of a Limited Liability Company
While you do all of the work to make the LLC a success, the LLC is its own legal entity. As its own legal entity, an LLC can:
- Pay its own taxes and realize tax savings
- Be sued (and in many cases, the lawsuit would not be against you or your personal assets)
- Own property
- Have its own bank accounts
- Enter into its own contracts
While LLCs have many of the same advantages as corporations, LLCs do not need to meet shareholder requirements, have a board of directors, have annual meetings, or meet the other requirements of Missouri corporations.
Who Can Form an LLC in Missouri?
Limited liability companies may be formed by:
- Single members. Whether you intend to do business on your own or hire employees, you may decide to form a single-member LLC.
- Multiple members. You and your business partners may decide to create a multiple-member LLC. Other states recognize PLLCs, or professional limited liability companies, for groups of people that require state licensures such as doctors or lawyers. In Missouri, professionals may create LLCs.
If you own property and a business, multiple properties, or do business at various locations, you may decide to create a series LLC to protect your assets and business operations from legal claims against one of the properties or businesses.
The advantages of each potential option should be discussed with a lawyer so that you know what protections and advantages you can expect from your new business entity.
How to Form an LLC in Missouri
To form a Missouri limited liability company, you need to follow specific steps, including:
- Naming your LLC. The name must be different from other Missouri businesses and must include one of the following: Limited Liability Company, Limited Company, LLC, L.L.C., LLC., LC, or L.C.. You can search the Missouri Secretary of State's database to see if any other businesses have the name you are considering.
- Naming a registered agent. The registered agent must have a physical address in Missouri and be willing to accept legal papers if your limited liability company is sued.
- Filing Articles of Incorporation. Your Articles of Incorporation must include the LLC name, purpose, name and address of the registered agent, identification of managers, name and address of each LLC organizer, whether the LLC will go on for a specific amount of time or indefinitely, and the effective date of the Articles of Incorporation. The Articles of Incorporation must be signed and filed with the Missouri Secretary of State.
- Creating a Written Operating Agreement. This internal document does not need to be filed with the state but should describe the LLC members' rights, duties, and liabilities. If your LLC does not create a Written Operating Agreement, then the Articles of Incorporation, bylaws, or other agreement may be considered to be the Written Operating Agreement.
- Obtaining an IRS Employer Identification Number, if necessary. If your LLC has more than one member, has employees, or if you choose to be taxed as a corporation, then you need an Employer Identification Number (EIN) from the IRS.
This may seem like a lot of work, but you don't have to form your limited liability company on your own. Instead, you have the right to consult with an experienced Missouri business lawyer who will explain all of your options to you. Then, if an LLC is the right option for your business, your attorney can help you form the LLC in a way that complies with all Missouri legal requirements.
Give Your Business a Strong Legal Foundation with Our Business Law Attorneys
Quality legal representation is an investment in the future of your business. The team at Layton & Southard serves business owners throughout Southeast Missouri and Southern Illinois from our Cape Girardeau and Perryville offices. Please contact us online or call our Cape Girardeau office directly at 573.335.3359 to schedule your initial consultation.