Warning

 

Close

Confirm Action

Are you sure you wish to do this?

Confirm Cancel
Member Login
Site Notices
Posted: 1/27/2006 1:15:12 PM EDT
[Last Edit: 2/7/2006 1:16:33 PM EDT by TANGOCHASER]
I want to start a company and go LLC. What do I need in MN? Do I just file for a LLC business license? Do I have to file or register with some agency?
Link Posted: 1/27/2006 6:57:19 PM EDT
Limited Liability Companies

Is as far as I got when I was looking in to it
Link Posted: 1/28/2006 12:23:47 AM EDT
A lawyer.
Link Posted: 1/28/2006 5:40:26 AM EDT
You file LLC docs just like you file an S-corporation.

You don't need to "register" per se, and you only need a "license" depending on what business you are in. You should ask an attorney.
Link Posted: 1/28/2006 8:18:26 PM EDT

Originally Posted By Cursarius:
A lawyer.



+1
Link Posted: 1/29/2006 5:03:11 PM EDT
A quick consultation with an attorney shouldn't cost too much, it's not like you have to put them on retainer. I know there's a shortage of lawyers in MN, but don't worry-I'm in law school now and will soon be doing my part to help the situation.
Link Posted: 1/30/2006 4:17:58 AM EDT
So what exactly is the lawyer going to do for me? What papers does he fill out/submit/file for me?
Link Posted: 1/30/2006 5:30:48 AM EDT
Most importantly you'll get advice based on the most current regulations and law on employee issues, zoning, taxes, liability, etc. If you're borrowing money for startup costs you'll want an attorney to look at the loan documents to make sure the bank isn't trying to screw you. None of this stuff is in code, and an experienced small businessman could get by without a lawyer, but if you're new to this it is a lot to learn about at once. I'd offer to help but I haven't passed the bar yet and can't practice law.
Link Posted: 1/30/2006 6:33:53 AM EDT

Originally Posted By TANGOCHASER:
So what exactly is the lawyer going to do for me? What papers does he fill out/submit/file for me?



A lot more than a bunch of dudes on an internet gun forum...
Link Posted: 1/30/2006 7:00:43 AM EDT
You need to draw up & file your articles of incorporation with the MN Secretary of State and pay them about $100 - $150 for the privilege. Then you need to get a federal tax number from the IRS and then a state tax number from the MN Dept. of Revenue.

Seeing where you're coming from, with so little knowledge, why do you want to form any corporation, let alone an LLC? Do you know the relative merits & demerits of that vs. an LLP, or an S corp., or even a regular C corp.?

There are companies out there that will set up corporations for you, for a fee. Try Googling "The Company Corporation." I don't know anything about them except that I used to see their advertisements. They may or may not be reputable.

On the assumption that you are asking on a gun board because you want to have the corp. for firearms related purposes, why don't you look up the GOCRA/CCRN lawyer? You can probably Google him, too.

You should probably re-think the whole incorporation idea, though. There are a lot of forms to fill out every year, like the income tax forms for the IRS and the income tax forms for MN Dept. of Revenue. The point is that whatever you are trying to do might be more easily accomplished without incorporating.

Good luck.


Link Posted: 1/30/2006 9:29:06 PM EDT

You need to draw up & file your articles of incorporation with the MN Secretary of State and pay them about $100 - $150 for the privilege. Then you need to get a federal tax number from the IRS and then a state tax number from the MN Dept. of Revenue.


I already have my state and federal tax ID numbers. The cost of filing is $135 and an additonal $35 for a name variance because my name does not appear in the company name.

I am going the LLC route because I am trying to bring a billet lower receiver and some other products to market and I want my personal assests protected form litigation. I've been told I have protections under a LLC as it separates my personal assets from my business assets. I will verify the extent of those protections with a lawyer.

My taxes can be paid under additional income when I file my personal income taxes as I will not have any employees.

As a single member LLC, the requirements are few compared to a full on corporation. Also, should I decide to get into the full-auto game, the paperwork is/can be easier to get approved. Yes, I know the guns would belong to the corporation but as the only member, I have sole use of them.

This is what I know / think I know as of now.

Link Posted: 1/31/2006 4:29:37 AM EDT
Better do some more checking. As I understand it, both LLC and S corps you are personally liable for the corporation. Only C corps isolate you personally. (Although not criminally as some members of the Worldcom and Arthur Anderson management structure found out).

Link Posted: 1/31/2006 6:16:47 AM EDT
I got this from Limited Liability Company 101 on MSN.com.


Limited Liability: Owners of a LLC have the liability protection of a corporation. A LLC exists as a separate entity much like a corporation. Members cannot be held personally liable for debts unless they have signed a personal guarantee.


This is the real reason I want to go LLC.
Link Posted: 1/31/2006 6:42:01 AM EDT
[Last Edit: 1/31/2006 7:12:34 AM EDT by Cursarius]

As I understand it, both LLC and S corps you are personally liable for the corporation. Only C corps isolate you personally


Tangochaser has the correct common-law rule on corporate owner liability. That is the entire reason behind a corporation. There are ways, however, to lose that protection.

I'm in my third year of law school. I can definitely say that anyone that wants to start a business needs to talk to a lawyer. There are a LOT of pitfalls and traps out there that can quickly snag you if don't do this right.

Disclaimer - This post isn't legal advice. Never take legal advice from the internet.

*Edited to clean up terminology after having some coffee*
Link Posted: 1/31/2006 7:23:03 AM EDT
Yes, Cursarius, is correct. FYI: I'm no lawyer nor did I stay at a Holiday Inn Express last night. The guys above who advise you to discuss this with a lawyer are absolutely correct. As I mentioned above, you should familiarize yourself with the relative merits of the various types of corporations. They ALL provide liability protection as noted above, but each has it's other advantages & disadvantages. Do some research on the various state of MN websites. They used to publish a book about incorporating & starting a bunsiness & it was easy reading, no legalese. Keep in mind that you also have some protection without incorporating, as a sole proprietor.

Good luck with your endeavor!

Link Posted: 1/31/2006 2:15:17 PM EDT
It cost me 135.00 for my LLC I had my Accountant do all the paper work for me It is rather easy to do your self just go to the Capital and give them money and pick your name and hope it is not taken. If you want info on it i can give you my Accountants name He will do it for ya.


Superfly
Link Posted: 2/1/2006 5:54:41 AM EDT

Originally Posted By Superfly:
just go to the Capital and give them money and pick your name and hope it is not taken. Superfly



You can check out name availability online ahead of time, FYI.
Link Posted: 2/7/2006 1:23:28 PM EDT
You don't need a lawyer if the LLC is one person. The Secretary of State website has the Articles of Incorporation in PDF format under the business page.
Look up your company name to make sure it is not being used,
Fill out the Articles of Incorporation form,
Sign it,
Mail it in with a check for $135.
Wait for a response from the SOS office.
Get a state EIN tax number and a Federal EIN tax number.
File LLC taxes with a schedule "C" to the 1040 form.

Too easy. If you have a partner or multiple employees, there are additional papers the lawyer recommended for additional protection of personnal property.
Link Posted: 2/7/2006 1:55:11 PM EDT
[Last Edit: 2/7/2006 1:56:04 PM EDT by Cursarius]
*Edited because I read TangoChaser's post WAY too quickly*

Too much coffee this time. Back to the books!
Link Posted: 2/7/2006 1:57:08 PM EDT
Not only did he suggest I go LLC, he suggested I do it myself instead of paying him. That was professional. He seemed impressed I knew how to get my state and federal EINs without a lawyers help.
Link Posted: 2/7/2006 2:44:28 PM EDT
Sounds like you had a good attorney. I wish more people in my chosen profession were so professional!

Best of luck to you in your venture.
Top Top