Articles About Limited Liability Company-A Beginners Guide

The Various Characteristics of an LLC

August 31, 2004
By Akhilesh Goenka

Articles about Limited Liability Company are important as they help in providing crucial information to starters. It has collective features of both partnerships as well as a corporation. The owners of such a business enterprise are known as members. The management of the business lies in the hands of its managers. If an agreement is not in force then all the members of the company are treated as managers.

A limited liability company enjoys the tax advantages of partnership firms and the liability benefits of a corporation. According to experts this kind of business structure is most favorable for small business houses. It is quite a multifaceted job to form a limited liability company but lesser in complexity than forming and running a corporation. It is very imperative that the company’s structure is properly scrutinized before its formation otherwise it can have an adverse effect.

In this kind of a business structure the member's liability is restricted to the investment made in the business. Here the personal assets of the member are not at risk but this may be otherwise if any of the following occurs:

  • A member becomes personally liable as a result of his own acts.
  • A member gives a personal guarantee for a business debt.
  • The form of business is not properly formed or maintained.

The company has a legal entity, which is separate and distinct. The personal dealings and business involvements of its members are different from the company. The company ceases to exist when:

  • The life span specified in the articles of organization expires.
  • The members consent in writing that the company should be dissolved.
  • If the dissolution clause specified in the articles of organization becomes a reality.
  • If the court gives its judgment that the Limited Liability Company should be dissolved.

Ideally the management of the company should be given to those members or managers who have no ownership interest. Any ownership interest in the company forms a part of the member's personal property and can be transferred/assigned in accordance with the procedures specified in the articles of organization or in the operating agreement. If this procedure remains unspecified in the articles of organization or the operating agreement, then members can approve the transfer to a non-member of the company in writing.






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