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How to buy a limited liability company (LLC)

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Wondering how to buy a limited liability company but lack the necessary ideas? Conduct adequate research and know what you’re getting into before purchasing an LLC.

Learning the costs and evaluating written agreements and tax documents are processes to consider before embarking on the journey.

New in the business of buying companies but seeking ways to purchase an LLC? Lastly, we’ll discuss the processes in-depth to improve your knowledge. Let’s get started.

What is a limited liability company (LLC)?

A limited liability company is a business structure standard in the United States. LLCs combine the features of a partnership and corporation, providing owners with fewer problems if the business fails.

Many states allow limited liability company ownership to anyone, including corporations, individuals, and foreign entities. Meanwhile, entities like insurance organizations and banks cannot form LLCs.

Ways to buy a limited liability company (LLC)

Finding the business, negotiating, and following due diligence are ways to purchase this company. Let’s dive into the details:

Find a business to buy

Your first step when purchasing a limited liability company (LLC) is finding a business on the market. Most business owners looking to sell often advertise on Craigslist and other social platforms such as Instagram, Facebook and LinkedIn.

Consider networking with trade groups in your desired industry and connect with the local chamber of commerce. 

Read business newspapers and trade publications to find the right company. Lastly, communicate with older organization owners who retire in the next few weeks or months..

Start negotiations

After finding the right limited liability company (LLC), it’s time for negotiations. Deal with an authorized individual with permission to negotiate for the company to avoid unnecessary legal issues. Consider asking for access to evaluate business records and books from current owners.

Some organization owners demand a financial statement proving you can buy the business. They want seriousness and might offer a confidentiality agreement which prevents you from making the transaction public.

The agreement is a legal contract business owners use to protect sensitive information from disclosure. It may also prevent you from sharing the management structure information with others except for your financial advisor or attorney.

Follow Due Diligence

Buying a house without a proper home inspection is not an excellent idea. Therefore, purchasing a limited liability company (LLC) without having comprehensive information about its financial conditions is an unpleasant move. Following due diligence by thoroughly reviewing business records is a great way to prevent unnecessary drama.

Consider reviewing the accounting ledgers, leases, mortgages, loans and tax returns related to the business finances and operations. Furthermore, check the LLC articles of organization and operating agreement, company licenses and employment arrangements.

Learn the business debts and assets by examining property tax obligations and public mortgage records. Check for expenses and revenues and confirm the operating partnership agreement doesn’t restrict the limited liability company sale. Explanations for some legal terms are necessary, so get a professional attorney before you buy a limited liability company.

Memorandum of understanding

While following due diligence before purchasing a limited liability company, continue negotiations with the owner. You can buy the business assets or purchase the entire organization, but outlining your desire is crucial. It also helps you agree on payment terms and preliminary buying prices.

The memorandum of understanding should outline the terms and specify the deal’s essential components. It’s a document describing an agreement reached between two parties for future reference.

This document is a blueprint for a formal contract as it validates both parties’ intentions. You’ll get the necessary advice from your attorney on the reasonable clauses to include in this agreement for a smooth deal.

Get the purchase agreement

After properly creating a memorandum of understanding with the business owner, get the purchase agreement. It’s a formal legal document encompassing everything about the purchase price, what you’re buying and the solution to unexpected problems. Signing this form is crucial for the seller and buyer.

Some situations might warrant other agreements with the seller. For example, if the business landlord wants to negotiate a new deal or wants you to sign an assignment, you’ll need documents indicating it. 

Besides, it prevents future competition with the property lease manager or company.

Notifications

You might need to report the limited liability company ownership change to your state if you bought the entire company. Furthermore, state agencies need to know if you change the process agents listed on the articles of organization.

Consider providing the address and name of your new professional to the state. But if you purchased the company’s assets, you might form a new limited liability company. 

Another agency that should know about your purchase is the tax authorities because they provide necessary licenses for operation.

Don’t let business enthusiasm affect the common sense. Lastly, thoroughly investigate the company you’re purchasing and walk away if it looks terrible.

Key takeaways

Before you buy a limited liability company from any business owner, conduct a comprehensive research. Know their business operations, income, expenses, property lease agreements and tax obligations. It’ll save you from legal battles with board members and malicious dealers.

Follow due diligence and review the articles of organization or operating agreement. You can also check the company licenses and employment arrangements, including salary structure and business debts.

About Author

Rick Mak

Rick Mak

Rick Mak is a 30-year veteran businessman, having started, bought, and/or sold more than a dozen companies. He has bachelor's degrees in International Business, Finance, and Economics, with masters in both Entrepreneurship and International Law. He has spoken at hundreds of conferences around the world during his career on entrepreneurship, international tax law, asset protection, and company structure. Business Anywhere Editorial Guidelines

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