دانلود کتاب Nolo's Guide to Single-Member LLCs: How to Form and Run Your Single-Member Limited Liability Company

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Cover
Title Page
Table of Contents
Introduction: Your Single-Member LLC Guide
1: LLCs and Business Structure Basics
Why an LLC?
Protection From Personal Liability
The “Novelty” of Single-Member LLCs
Business Structures and Personal Liability
2: Taxation of SMLLCs
Default Pass-Through Tax Treatment
Electing Corporation Tax Treatment
Electing S Corporation Tax Status
State Income and Franchise Taxes
Employer Taxes
Sales and Excise Taxes
LLCs Owned by Spouses in Community Property States
3: Forming Your SMLLC: An Overview
Can I Form a Single-Member LLC?
Naming Your SMLLC
Managing Your SMLLC
Articles of Organization
The Operating Agreement
Getting an Employer Identification Number
Professional Limited Liability Companies (PLLCs)
Additional Resources
4: Financing, Conversion, and Dissolution
Capital Contributions and Capital Interest
Distributions
Converting a Preexisting Business to an SMLLC
Dissolving and Winding Up Your SMLLC
5: Liability Concerns for SMLLCs
Piercing the Limited Liability Company Veil
Distinguishing Yourself From the Business
Fraud or Injustice
Are SMLLC Assets Protected From Personal Creditors?
6: Running Your SMLLC: Additional Tasks
Establishing a Business Bank Account
Filing Annual Reports
Paying State LLC Taxes
Business Permits and Licenses
Fictitious or Assumed Name (DBA) Certificates
Trademarks and Service Marks
Liability Insurance
Doing Business in Other States
Employees
7: Financial Record Keeping and Written Resolutions
Financial Record Keeping
Other Records
SMLLC Meetings and Resolutions
Why Keep Good Records?
Appendix A: Sample Operating Agreement for a California Single-Member Limited Liability Company (Manager-Managed)
1. Preliminary Provisions
2. Management Provisions
3. Membership Provisions
4. Tax and Financial Provisions
5. Capital Provisions
6. Dissolution Provisions
7. General Provisions
8. Signatures of Members and Spouses of Members
Appendix B: Resolutions for a Single-Member LLC
Written Consent for Sole Member to Open a Bank Account and Borrow Money
Written Consent Granting Authority to Sole Member to Purchase Real Estate
Written Consent of Sole Member Granting Authority to Another Person
Written Consent of Sole Member Rescinding Authority
Written Consent of Sole Member Delegating Authority to Rent Business Space
Appendix C: Using the Downloadable Forms on the Nolo Website
Editing RTFs
List of Forms Available on the Nolo Website
Index
Book Registration
Additional Small Business Resources at Nolo.com