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Piercing the Corporate Veil: Single Member LLCs

Piercing the Corporate Veil: Single Member LLCs

A question often asked is whether or not a single member LLC (SMLLC) will protect the owner from personal liability should something go wrong and the company is sued. In other words, can a Colorado plaintiff easily pierce the corporate veil and go after the personal assets of the business owner? Commonly, known as “piercing the corporate veil“. The answer of course is, it depends. Since Colorado allows LLCs to have only one member. C.R.S. 7-80-204(g) and can be for…

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Moving Your LLC To Colorado

Moving Your LLC To Colorado

Moving to Colorado? If you, a friend, or a family member have recently moved to the Centennial State, and you’re wondering what to do with your LLC, look no further. I have your answer! You can do one of three things: you can register it as a foreign LLC; dissolve it and start anew; or create a new LLC and merge it with the old one. Keep It As A Foreign LLC A foreign LLC is one that’s registered in…

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What’s In Your Operating Agreement?

What’s In Your Operating Agreement?

Frequently, I’m asked, “What do you put in an operating agreement?” And like any good lawyer, I respond “Depends.” I’m not avoiding the question. Rather what’s goes in to an operating agreement depends on many factors. For example, membership size and funding. The typical operating agreement for a single member LLC is about 10 pages. The average operating agreement I draft for a two or more member LLC is usually about 50 pages. That’s a big difference in content between…

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S-Corp Election: What They Don’t Tell You

S-Corp Election: What They Don’t Tell You

I often come across small business owners who’ve made the S-Corp election for their LLC. Usually, after learning about their business, I’m at odds why they choose to do this. I understand by making the election an owner can save on self-employment taxes through a reasonable salary and dividend payments. I know the income I believe however, in the majority of instances, the tax savings to the business owners, do not outweigh the legal and tax advantages lost to the…

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Your Colorado LLC Doesn’t Belong in Delaware

Your Colorado LLC Doesn’t Belong in Delaware

Your Colorado LLC doesn’t need to be formed in Delaware. Many Colorado entrepreneurs mistaking believe forming an LLC in Delaware will give them added tax benefits as well as liability protection. Quite the contrary. Forming a Delaware LLC may not be the best thing for Colorado business and here’s why. YOU’LL NEED TO REGISTER AS A FOREIGN LLC IN COLORADO If you want to conduct in the state of Colorado you’ll have to register of a either a domestic or…

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