Legal Question in Business Law in Pennsylvania

Re: Business Structure

I cannot give you legal advice with the limited information provided, but a series LLC may meet your need. Here are some factors to consider with LLCs.

Benefits of LLC over--

Sole proprietorship: limited liability; LLC can have more than one owner; LLC members are not individually liable for debts

General partnership: limited liability; partnership requires at least two members; LLC members are not individually liable for debts

Limited partnership: there must me at least one general partner who is subject to unlimited liability; partnership requires at least two members

S corporation: S corporation shareholders cannot include indebtedness of S corporation in basis: �The tax basis of an LLC membership interest includes the member�s share of the entity�s indebtedness, which may shelter from current gain recognition any operating distributions of cash.� Wood, Limited Liability Companies at 8-9 (Supp. 1997).

Please feel free to contact me if you want legal assistance in setting up your business organization.

Re: Business Structure

Dear Sir - you should consider two main factors when deciding on a business entity. Typically, there is the tax consideration and the legal liability consideration. The ideal structure depends in part on the type of business you are running. You may want to consider one form of business entity for a restaurant/lounge business and another for the real estate. For example, in Pennsylvania, it is common to use both a limited partnership and a LLC as this provides tax advantages with regards to the Capital Stock tax that LLCs are required to pay. I have extensive experience in this area, particularly with regards to restaurants as I am currently doing this for a client in Philadelphia. I understand the costs associated with starting a new business and am willing arrange a creative fee structure (or provide some legal services on a pro bono basis in the interest of a longer term relationship with a client). Please feel free to contact me directly.

Regards,

Joe

215.704.1767

www.jcglegal.com