Gain an understanding of the updates for Florida LLC Act while addressing the limits of asset protection and indemnification of management of LLCs.
According to the Florida Division of Corporations, the number of limited liability companies (LLCs) formed each year since 2011 under Florida law almost doubled while, during the same period, the number of corporations formed each year under Florida law declined. Most Florida based real estate and closely held (not having securities publicly traded) businesses in Florida organized as LLCs since IRS regulations effective on January 1, 1997, repeal of the Florida corporate income tax as to LLCs in 1998, and amendment to the then Florida LLC statute in 1999 clarifying applicability of that repeal to single member LLCs, facilitated treatment of LLCs for federal and Florida income tax purposes as disregarded or pass through entities instead of corporations.
Key Topics Covered:
- Comparison of Business Entity Forms
- Taxation, Including Under the Federal Tax Cuts and Jobs Act of 2017
- Common Features of Florida Corporations and Florida LLCs
- Advantages and Disadvantages of Florida LLCs Over Florida Corporations
- Limited Protection of LLC Assets From Claims of Creditors of Its Members as Contrasted With Corporations
- Charging Order Protection of Section 605.0503, F.S.
- Olmstead v. Federal Trade Commission, 44 so. 3D 76
- Statutory Amendment Response to Olmstead
- Recent Judicial Recognition of Exclusive "Charging Order" Remedy of Members' Judgment Creditors
- Management and Governance of LLCs and Related Documents as Contrasted With Corporations
- Enhanced Flexibility
- Requirements That Cannot Be Modified by the Operating Agreement
- Indemnification Under Section 605.0408, F.S.
- Some of the Changes in Florida LLC Statute Effected as of January 1, 2014, by Florida Revised Limited Liability Company Act, Chapter 605, F.S.
- Management Authority, Voting Rights, and Non-Fiduciary Duties of Members, Managers, and Others
- Indemnification, Fiduciary Duties, and Conflicts of Interest of Members and Managers
- Business Entity Organizational and Governance Documents
- Distributions to Members
- Dissociation of Members
- Business Entity Transactions
- Service of Process, Notice, or Demand on LLC
For more information about this webinar, visit https://www.researchandmarkets.com/research/88xqcc/to_llc_or_not_to?w=4.