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Wisconsin Sale and Assignment of a Percentage Ownership Interest in a Limited Liability Company

Category:
Limited Liability Company - Business Sales
State:
Multi-State
Control #:
US-01377BG
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Word; 
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Description

A limited liability company (LLC) is a separate legal entity that can conduct business just like a corporation with many of the advantages of a partnership. It is taxed as a partnership. Its owners are called members and receive income from the LLC just as a partner would. Management of an LLC is vested in its members. An operating agreement is executed by the members and operates much the same way a partnership agreement operates. Profits and losses are shared according to the terms of the operating agreement.


A membership interest may be used to refer to the ownership interest of a member in the LLC. The word unit is often used to reflect the membership interests of a member in the LLC. Some LLC's issue membership interest certificates. To become a new member of the LLC the consent of majority of the members is necessary. A transfer of units of an existing member does not automatically include membership into the LLC.

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FAQ

To remove a member from your LLC, a withdrawal notice, a unanimous vote, or a procedure depicted in the articles of organization may entail. The member in question of removal may need to get compensated for his share of membership interests.

Divide ownership of the LLC by calculating total cash investment by the members. Give each member an ownership stake equal to his cash investment. Four members contributing $25,000 apiece would each receive a 25 percent stake in the company.

James Publishing, 1995). The owners of an LLC are called ?members.? A member can be an individual, partnership, corporation, trust, and any other legal or commercial entity.

The most common way is to sell the business to another person or company. If you own the business along with partners, you may reapportion ownership among the multiple partners. Another way is to gift the business to someone else. You can also transfer ownership through a merger or acquisition.

After transferring ownership of a Wisconsin LLC, you must file a Certificate of Amendment with the Wisconsin Department of Financial Institutions, prepare and execute a new operating agreement, obtain a new Tax Identification Number, and update your business records with the Internal Revenue Service.

You need to complete Form 8822-B and send it to the IRS to change the EIN Responsible Party for your LLC. If the Responsible Party for your LLC has changed, you'll need to update the IRS as soon as possible, as per their requirements. Note: Form 8822-B can also be used to change your LLC address with the IRS.

A good starting point for establishing ownership percentage for an LLC is to first settle on what amount of capital that is required to start the business. After you have this reference point, you can simply divide from each members' initial contribution to calculate their respective ownership positions.

How to Transfer Wisconsin LLC Ownership Step 1: Review Your Wisconsin LLC Operating Agreement. Many states do not need to file the operating agreement. ... Step 2: Amend the Wisconsin Articles of Organization. ... Step 3: Spread the News. ... Step 4: Obtain a New EIN (optional)

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