Legal Question in Business Law in California
incorporate a LLC
Hello, my company is currently an LLC. I want to incorporate it since LLC cannot issue stock. Can I convert my business from an LLC to a corporation? I can't find such conversion form on Secatary of State website.
If there is no such conversion, do I have to dissolve LLC first and then incorporate my business again? What is the exact procedure here?
Thank you.
3 Answers from Attorneys
Re: incorporate a LLC
Yes, you can convert. Our firm has expertise in LLC's, corporations and California business law.
Alex.
D. Alexander Floum is an experienced attorney and a law school professor.
The Schinner Law Group is a full-service law firm, providing assistance in business, corporate, tax, litigation, contracts, intellectual property and related areas of law.
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Re: incorporate a LLC
Yes. you can covert. Contact me if you feel necessary 818-481-9284
Re: incorporate a LLC
Conversion of a California LLC into another kind of business entity is specifically provided for in the LLC law. See Corporations Code sections 17540.1 through 17540.9. There are some formalities and limitations.
While it may be literally true that an LLC cannot issue stock (and I'm not even sure of that!), I see no reason why an LLC could not issue tradeable securities representing economic interests, or perhaps even memberships, in the issuing LLC.
As securities, the tradeable interests would come under federal and state regulation in the same manner as stocks, bonds and tradeable limited partnership interests. They could be issued and traded only under a recognized exemption from registration or after registration.
Overall, selection of a type of business entity and its means of capitalization should be done based upon a unified concept or plan which weighs the pros and cons of LLC, corporate, etc. organization in the light of tax, personal liability, financing and other considerations without giving undue weight to one factor or to the exclusion of other factors. An experienced business attorney can assist in making the choices of organization type and financing method.