Legal Question in Business Law in California

Re: Forming a LLC

Before proceeding with any such advice, you should further consult an attorney regarding your questions and or concerns. There are many issues involved with your question that cannot be answered with a single post and would require further research.

In any event, there are books out there to form an LLC but the information is limited to the basics. If you would like to obtain a book on LLC's, I would suggest going to Law Bookstore for law students or practicing attorneys.

However, the problem with books is that you need to understand the terms or lingo of LLC, and the particular issues of your case may not be discussed.

Anyways, regarding your other questions:

1) I believe there are no limits for the DBA's under the same LLC;

2) You would not need to dissolve the other entities to create your new LLC, and you can transfer the assets to the new entity as per capital contribution.

3) Yes, you will be liable for your debts and obligations under your previous entity and they will only be discharged if the entity files for BK.

Like I said earlier, this information is just a simple answer to your question but more information must be ascertained to address your situation entirely.

If you would lke a free consultation, please do not hesitate to call. (213) 384-2220. I know that my name may seems overwhelming, but it is pronounced "catch," just spelled a differently.

Good luck

Re: Forming a LLC

A lotof parts to your question! Yes, there are books on forming and running LLCs. I have the bast of them in my office and use them to advise clients. I know of no numerical limit to the number of DBAs an LLC can use, provided each is properly registered. Since sole proprietorships are not considered entities, there is nothing to dissolve. You merely transfer the business assets to the LLC as a contribution to capital. You are still liable for business conducted under the previous proprietorships. It is also possible that the LLC might be liable for business conducted by the previous proprietorships. The protection you get from the LLC is that you will not be liable for the LLC's obligations IF you conduct the LLC's business properly.

Re: Forming a LLC

Thanks for your posting. There are several good books out there that describe the corporation reporting process and requirements, including Form Your Own Limited Liability Company, published by Nolo Press.

An LLC can have almost unlimited DBAs, as long as the DBA is published as required, and is not misleading in any way.

To transfer a DBA from your sole proprietorship company, you only need to create a corporate resolution authorizing the use of that new name from the former sole proprietorship. There is nothing to 'dissolve', since the DBA is just a name. The business, in whatever form, is what holds the assets.

You are personally liable for any intentional or negligent acts committed before the date of the incorporation. With some exceptions, the corporation takes liability for any such acts committed or occurring after the date of incorporation.

I have to strongly recommend that you get an attorney to handle this process for you. It's not that expensive, and it will save you the headache of finding out later that you've not properly formed a corporation or that maintenance of the corporation in the future prevents you from doing what you had intended. If you need any information or other questions answered, please call me at 1-877-568-2977 or email me.