Limited Liability Companies and Limited Liability Partnerships
The limited liability company and limited liability partnership may be the most significant organizational developments in American business since the advent of the corporate tax. Find out why countless businesses have adopted these "super pass-through" vehicles to avoid taxation at the corporate level while retaining limited liability and whether you should too.
Limited Liability Companies and Limited Liability Partnerships explains why the LLC and LLP are taking the place of Subchapter S and Subchapter C for all but very large, publicly held companies. Beginning with "What a Nontax Lawyer Needs to Know" about partnership tax rules, it provides step-by-step explanations of how to create an LLC or LLP. You'll also find in-depth analysis of related ERISA provisions, the IRS's "check-the-box" regulations, tax, nontax, estate planning and accounting considerations, as well as federal and state statutory citations and tables.
The LLP and LLC have far-reaching implications for investors, professionals and most corporations, joint ventures and partnerships. This comprehensive treatment will help you position yourself and your clients to make the most of these organizational structures.
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Table of Contents
Chapter 1: Introduction to Limited Liability Companies and Limited Liability
Chapter 2: Choosing a Structure
Chapter 3: FORMING AN LLC
Chapter 4: Operation of an LLC
Chapter 5: Treatment of an LLC
Chapter 5A: Tax Treatment of an LLC or LLP That Is a Partnership for Federal Income Tax Purposes: Operational Considerations for Non-Tax Lawyers
Chapter 5B: Tax Treatment of an LLC or LLP: Practical Applications and Special Tax Regimes
Chapter 6: Dissolution of an LLC
Chapter 7: Special Issues Relating to LLPs
Chapter 8: LLCs as Pooled Investment Entities
Chapter 9: Securities Law Issues
Chapter 10: Estate and Gift Tax Issues