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As of April 1, 1997, Laws in all fifty states have adopted the Limited Liability Company or “LLC.” The LLC is relatively new and most states have adopted LLC laws only within the past few years. Essentially, the LLC is a cross between a corporation and a partnership, with advantages of both. Massachusetts passed a single member LLC statute in March 2003.

IRS rulings make it clear that an LLC will be treated as a partnership, if it has at least two members. A single-member LLC will be “disregarded” for tax purposes. This means a single member LLC is still valid under Massachusetts state law (and thus affords lawsuit protection), but no additional tax reporting is necessary at the federal level.

Lawsuit Protection

The LLC, like a corporation, provides “lawsuit protection” for its owners. The owners (called “members”) of an LLC are not personally liable for debts or liabilities of the company. Thus, an LLC, which holds real estate, will protect its owners from personal liability for lawsuits. In addition, a foreclosure against the company will not create personal liability for the members (unless, of course, the members signed personally on the loan).

Favorable Tax Treatment

Like a partnership, the LLC provides “pass-through” tax treatment. This means that the company is not taxed on its profits; all profits of the company “pass-through” to its members. A regular corporation (called a “C” corporation) is taxed at the corporate level. In a C Corporation, the shareholders are then taxed again (double) on the income they receive from the company.

Asset Protection

For many years, the “Family” Limited Partnership was the preferred vehicle for estate planning and creditor protection. The popularity of the FLP was that a creditor could not take partnership property or attach a partner’s interest. This limited remedy would force a creditor to settle with a partner for pennies on the dollar.

The problem with limited partnerships for holding real estate is that the general partner has personal liability. Using a general partner, who is a corporation, often solved this problem. This, of course, creates added expense and paperwork. An LLC afford its members the same creditor protection as a limited partnership, but no member has personal liability.

Another interesting feature of an LLC is that the IRS does not consider a single member LLC to exist for tax purposes. Thus, the single member still has lawsuit protection in state court, but the member continues to report his rental income and expenses on schedule “E” of his personal income tax return.

As an example, if “Joe” landlord owns 3 separate properties under 3 separate LLC’s, if a tenant is injured on one and files suit, “Joe” will not be personally liable, nor will he risk losing his other rentals in a lawsuit; nor does “Joe” Landlord need to file separate tax returns for each of his three LLCs.

As you can see, the LLC can provide excellent protection, with less paperwork hassle.

Riordan Law Group, charges clients on an hourly basis. Contact us today to discuss your legal options with our lawyers. 1-800-825-0157 or outside Massachusetts, 508-588-5562, email: jriordan@riordanlawgroup.com