LLC Law Blog

Arizona Corporation Commission No Longer Allows Walk-ins

There are two things I want you to take away from this blog post:

1. Effective March 24, 2020, the Arizona Corporation Commission closed its offices to the public.  This means it is not possible to go the the ACC’s office and hand file a document or make a request.

2. We can electronically file Articles of Organization for a new Arizona LLC and get it approved by the Arizona Corporation Commission on the same day we are hired.  See the contents and prices of our three LLC packages.  To hire us to form your LLC today submit our online LLC Formation Questionnaire.

The text below is from a notice issued by the Arizona Corporation Commission on March 24, 2020.

Update Regarding In-Person Services & COVID-19 at the Arizona Corporation Commission

Phoenix – In response to the COVID-19 outbreak, the Arizona Corporation Commission will be suspending all in-person services. Our number one goal is to keep the public and our employees safe. We are committed to providing continuity of services and uphold our statutory duties, all while reducing exposure to the coronavirus by taking the following steps:

DOCKET CONTROL

Effective Wednesday, March 25, 2020, we are temporarily closing the Docket Control window to the public. Docket will continue to accept e-filings and filings submitted by mail. If a member of the public arrives at the Commission with documents for Docket Control, they may leave them with the security guard. A member of the Docket team will come to the office daily to pick up any mail received and ensure that the filings are entered into the eDocket system. There will be a posting on the Docket window and on our website informing the public of these temporary procedures. For assistance, please call 602-542-3477 or email help-edocket@azcc.gov.

CORPORATIONS – PHOENIX OFFICE

Effective Thursday, March 26, 2020, we will temporarily close both the Corporations Division’s Filing and Records windows to the public. Corporations Division staff will continue to receive and process online filings and filings submitted by mail. If a member of the public arrives at the Commission to file business documents, they may drop off their documents with the security guard, but only if they are paying by check. The call center will continue to take calls from the public. There will be a posting on the entrance of the 1300 building and on our website informing the public of these temporary procedures.

CORPORATIONS – TUCSON OFFICE

Effective Thursday, March 26, 2020, we will temporarily close the Corporations Division’s filing windows in Tucson to the public. Staff will continue to process online filings. Members of the public may drop off their filings at the Tucson office, but only if they are paying by check. A drop box will be provided for this purpose. There will be a posting on the entrance of the building and on our website informing the public of these temporary procedures.

1200 and 1300 BUILDINGS – PHOENIX OFFICES

Effective Thursday, March 26, 2020, access to both buildings will be restricted to staff only. Badges will be required to enter the buildings. All meetings and interviews will be by appointment only.

For more information, please call 602-542-3026 or email answers@azcc.gov.

2020-03-25T12:55:48-07:00March 25th, 2020|Why People Need an LLC|0 Comments

We Set a New Record for Number of LLCs Formed in 2019

During 2019 we formed 535 Arizona LLCs and PLLCs, which is a firm record for the most companies formed in one year.  Our previous record for forming LLCs was 530 in 2012.  Since I started counting in 2002 I have formed 6,900+ LLCs and PLLCs.  People love our low prices and LLC services.  See the contents of our three LLC packages, the $397 Bronze, the $597 Silver (our most popular package) & the $997 Gold (for people who do not want their name and address on the Arizona Corporation Commission’s public records).  Note: We have the very appropriate URL azllc.com.

We also set a firm record in 2019 for non-profit corporation formations of 34.  Our previous record for forming non-profit corporations in one year was 32 in 2018.

We now have 1,328 subscribers to our Arizona LLC law blog posts.  If you want to subscribe for free, enter your email address in the field in the right side bar under the text that reads:

Subscribe to LLC Law Blog
Join 1,328 other subscribers

Our Youtube channel has 1,190 subscribers and 73 videos.  We are always adding new videos so if you want to learn more about Arizona LLCs or wills, trusts and estate planning subscribe to our Youtube channel and click on the bell to get notices when we add a new video.

2020-01-20T14:03:07-07:00January 20th, 2020|Miscellaneous|0 Comments

Arizona’s Minimum Wage is $12/hour as of January 1, 2020

Arizona voters passed  Proposition 206 known as as the Fair Wages and Healthy Families Act (the “Act”) on November 8, 2016.  The Act raised Arizona’s minimum wage to $12/hour as of January 1, 2020.  The Act also authorizes Arizona cities, towns and counties to pass ordinances that require a higher minimum wage within their boundaries. Flagstaff’s minimum as of January 1, 2020, is $13.00 per hour.

Employers need determine if they are subject to Arizona’s minimum wage law because if they are then they must pay employees a minimum of $12/hour or $13/hour if the employer is subject to Flagstaff’s ordinance.

The following text is from a poster that all employers of Arizona employees must post in a conspicuous place where employees will see it:

Exemptions

The Fair Wages and Healthy Families Act (the “Act”) does not apply to any person who is employed by a parent or a sibling; any person who is employed performing babysitting services in the employer’s home on a casual basis; any person employed by the State of Arizona or the United States government; or any person employed in a small business that grosses less than $500,000 in annual revenue, if that small business is exempt from having to pay a minimum wage under section 206(a) of title 29 of the United States Code.

Tips and Gratuities

For any employee who customarily and regularly receives tips or gratuities, an employer may pay tipped employees a maximum of $3.00 per hour less than the minimum wage if the employer can establish by its records that for each week, when adding tips received to wages paid, the employee received not less than the minimum wage for all hours worked. Certain other conditions must be met.

Retaliation & Discrimination Prohibited

Employers are prohibited from discriminating against or subjecting any person to retaliation for: (1) asserting any claim or right under the Act; (2) assisting any person in doing so; or (3) informing any person of their rights under the Act.

Enforcement

Any person or organization may file a complaint with the Industrial Commission’s Labor Department alleging that an employer has violated the Act. Certain time limits apply. A civil action may also be filed as provided in the Act. Violations of the Act may result in penalties.

Information

For additional information regarding the Act, you may refer to the Industrial Commission’s website at www.azica.gov or contact the Industrial Commission’s Labor Department: 800 W. Washington, Phoenix, Arizona 85007-2022; (602) 542-4515.

THE POSTER WITH THE ABOVE TEXT MUST BE CONSPICUOUSLY POSTED IN A PLACE THAT IS ACCESSIBLE TO EMPLOYEES

Employers subject to the Act are required to pay each employee wages not less than the applicable minimum wage for each hour worked. Note: Employers are permitted to pay employees receiving tips up to $3.00 per hour less than the minimum wage, provided that the employees earn at least minimum wage for all hours worked each week (when tips are included).

2020-01-04T08:36:36-07:00January 4th, 2020|Operating LLCs|0 Comments

How to Form an LLC in Arizona FAQ

Because people ask us the same LLC formation questions over and over I created an article called  “How to Form an LLC in Arizona FAQ” that answers these LLC frequently asked questions.  The questions and answers are:

  • How do I start an LLC in Arizona?
  • How much does it cost to form an LLC in Arizona?
  • How long does it take to form an LLC in Arizona?
  • Do I have to publish my LLC AZ and Do I have to publish my LLC?
  • What happens if you don’t publish your LLC?
  • How do I start a LLC company?
  • Can I start an LLC by myself?
  • Do I need an Arizona business license?
  • How do I set up an LLC in Arizona?
  • How long does an LLC take to process?
  • How LLC’s are taxed?
  • How are LLCs taxed in Arizona?

If you have any LLC questions that are not answered in my article, call me on my direct line at 480-664-7478 or send me an email message at rk@keytlaw.comr

To hire me to form an Arizona LLC for $397, $597 or $997 (the confidential LLC), submit my LLC Formation Questionnaire.

2020-01-03T08:10:01-07:00January 3rd, 2020|FAQs, How Do I|0 Comments

Our New Arizona LLC Website is at www.azllc.com

I created a new website called “We are Arizona LLC Attorneys” at www.azllc.com. We are Arizona’s premier LLC lawyers, which is why we have formed 6,900+ LLCs since 1992 and have 122 five star Google reviews and a total of 176 five star online reviews.

The purpose of this new site is to make it easier for people to hire us to what we do best – form Arizona LLCs.

  • Form an Arizona LLC for $397, $597 or $997 (the confidential LLC for people who do not want their name and address on the public records of the Arizona Corporation Commission).  All of the LLCs we form include an Operating Agreement drafted for Arizona’s new LLC law.  See the many services we provide with our Bronze, Silver & Gold LLC packages when we form an LLC.  Nobody gives the formation services we give our LLC clients.
  • Prepare a custom Operating Agreement with language written for Arizona’s entirely new LLC law that took effect on 9/1/19.  Our Operating Agreement fees are $247 for a single member or married couple LLC, $497 for a multi-member LLC and $897 for a multi-member LLC when members want to pick and chose from 30+ optional clauses to include or omit from the Operating Agreement.  If you have an existing Arizona LLC or will create a new Arizona LLC  its members should sign an Operating Agreement that complies with Arizona’s new LLC law.
  • Prepare a custom Buy Sell Agreement for $897 (if we formed the LLC or prepared its Operating Agreement) or $1,497 without the discount.  This important document contains the exit strategy that can result in a buy out of a membership interest when a member dies, is convicted of a felony, files bankruptcy, defaults under the Operating Agreement or suffers one of 15 other possible triggering eventsNote: Review our Buy Sell Agreement Preparation Questionnaire to see how comprehensive our agreement is.

Arizona LLCs Are Not Required to Have an Address in Arizona

As of September 1, 2019, limited liability companies formed in Arizona are not required to have a known place of business in Arizona.  New Arizona LLCs must state in their Articles of Organization the company’s “principal address,” which can be a physical or mailing address any where in the world.

Whether or not the new Arizona LLC must publish a notice of publication in a newspaper depends on the county in which the company’s statutory agent has its street address.  If the new LLC’s statutory agent’s street address is in Maricopa County or Pima County, publication of the Notice of Publication in a newspaper is not required.

2019-09-02T11:19:41-07:00September 2nd, 2019|Forming LLCs, New Arizona LLC Act|0 Comments

Arizona’s New LLC Law Is Now Effective (9/1/19)

Today, September 1, 2019, is the day that Arizona’s new LLC law replaces entirely the LLC law that was adopted in 1992.   I’ve written extensively about the new law.  I think it sucks for two reasons:

  • It replaced a law that was not broken and did not need to be replaced.
  • It replaces Arizona’s limited liability company act with what I call the liability company act because the new law creates many new ways that members and managers of an Arizona LLC can be sued.

One Example of a New Way a Member of an Arizona LLC Can be Sued

New Arizona Revised Statutes Section 29-3409.B.4 gives a member of an Arizona LLC the right to sue another member as a result of a the members’ vote on a company matter.  Section 29-3409.B.4 states:

B. The fiduciary duty of loyalty of a member in a member-managed limited liability company includes the following duties:

4. to disclose to each of the other members that are considering or voting on a decision or transaction regarding the company or one or more of the members’ interests in the company both of the following:

(a) any material conflict of interest on the part of the disclosing member with respect to the decision or transaction.

(b) if a material conflict of interest exists, all material facts relating to the decision or transaction that are within the disclosing member’s knowledge and not known or reasonably available to the affected members.

Fortunately most of the liability creating provisions in the new LLC act can be eliminated or minimized by a well drafted Operating Agreement signed by all of the members.

What You Need to Know About Arizona’s New LLC Act

The good news is that new LLC act does not significantly affect single member LLCs or PLLCs or companies that are owned by a married couple because the single member won’t sue himself or herself and the married couple won’t sue themselves.  The new LLC act has major negative consequences to multi-member LLCs and PLLCs other than those owned solely by a married couple.

Bottom Line

All multi-member Arizona LLCs and PLLCs should must have an Operating Agreement that is written to eliminate or minimize some or all of the liability creating provisions in the new LLC act.

Effective Date of the New Law

Arizona’s new LLC law applies to all Arizona LLCs and PLLCs created on or after September 1, 2019.  Prior Arizona LLC law applies to all Arizona LLCs and PLLCs created before September 1, 2019, but the new law will apply beginning of September 1, 2020.

My Three Types of Operating Agreements

I give people a choice between three different Operating Agreements unlike almost all other Operating Agreement preparers who offer a one size fits all Operating Agreement. My three types of Operating Agreements are:

  • $247 for a one member LLC or an LLC owned solely by a married couple.
  • $497 for multi-member LLCs other than an LLC owned solely by a married couple.
  • $897 for multi-member LLCs that want a custom Operating Agreement by picking and choosing from 20+ clauses they can add or delete from the Agreement.

How to Purchase an Operating Agreement for an Arizona LLC

To hire us to prepare an Operating Agreement for your Arizona LLC complete and submit our online Operating Agreement questionnaire.  You may also call me, Arizona LLC attorney Richard Keyt (480-664-7478) or my son Arizona LLC attorney and former CPA Richard C. Keyt (480-664-7472) if you have questions (we don’t charge to answer) and give us your LLC information over the phone.

House of Representatives Wants to Create a New Small Business Burden

To crack down on terrorists, drug dealers and human traffickers the House Financial Services Committee in June of 2019 passed the Corporate Transparency Act.  The bill would require all limited liability companies and corporations that have less than $5 million of revenue or twenty employees to disclose to the Treasury Department’s Financial Crimes Enforcement Network (FinCEN) personal information about the entity’s owners.

Each entity subject to this law must report to FinCEN the social security number, drivers license information, address, birth date and name of all owners of the entity.  The penalty for not complying is a $10,000 fine and up to three years in jail.

The Wall St. Journal said “The reality is that the law would hit small businesses with another compliance burden, their confidential information would become less secure, and real criminals are unlikely to be deterred.”

The National Federation of Independent Business (NFIB) said the law is a “threat to more than 5 million small businesses in America.”

2019-07-19T07:13:04-07:00July 19th, 2019|Miscellaneous|0 Comments

Arizona Corporation Commission’s Website Broken Again

On June 28, 2019, the Arizona Corporation Commission’s website stopped displaying documents associated with entities and that problem exists today, July 1, 2019.  When you look up a company on the ACC’s website you can click on the icon on the bottom right that says “Document History” and the site will display documents associated with the company.  However, when you click on the link to a document you get an error message “No Documents To Display.”

The ACC is aware of the problem.  Let’s hope the problem is fixed soon.

2019-07-01T09:32:02-07:00July 1st, 2019|AZ Corporation Commission|0 Comments

May 13, 2019, Change in IRS EIN Application Process

On May 13, 2019, the IRS will change its Employer ID number (EIN) application procedure by eliminating the ability of an entity to be the “responsible party” that applies for the EIN.  The responsible party that can apply for an EIN must have either a social security number (SSAN) or an international tax identification number (ITIN).  An ITIN is a number the IRS issues to non-U.S. residents.  Only people can have a SSAN or an ITIN so all applicants must be a person.

2019-05-11T08:14:20-07:00May 11th, 2019|Tax Issues|0 Comments

Arizona Corporation Commission’s eCorp Website Is Broken

On March 28, 2019, and again on April 1, 2019, I filed Articles of Organization on the Arizona Corporation Commission’s website using its online filing system.  All the data that I entered was displayed correctly on the ACC’s review screen so I paid the $85 expedited filing fee and saved the invoice.  So far so good.  I went to my dashboard and accepted the nomination to be the statutory agent of each LLC.

What should have happened next was the ACC’s system should have approved the Articles of Organization and given me links to the actual Articles of Organization and the ACC’s approval letter so I could download and save the documents.  I got a link to each each document, but when I opened a document it did not contain any information about the newly formed LLC.  Nor could I find the LLC in the ACC’s system when I searched for the LLC by its name.

The Articles of Organization for each of the LLCs looked like this:

AOO 190327P Filed no data

When this happened on March 28, 2019, I contacted the ACC and reported the problem.  It notified its website vendor of the problem and the vendor fixed it the following day.

When I got the blank Articles of Organization on April 1, 2019, I notified the ACC of the problem, but as of writing this article the ACC has not approved the Articles of Organization and the LLC is pending.  We’ve sent several email messages to the ACC without any response.  Calling the ACC is a waste of time because we are on hold for 45 – 60 minutes and then get a person who cannot solve the problem.

Bottom line:  The ACC’s online LLC formation system is broken.  Do not use it because you risk having your data lost in cyber-space and not being able to get any help from the Arizona Corporation Commission.

We Now Offer Same Day LLC Formation & Arizona Corporation Commission Approval

We will form your new Arizona LLC or PLLC and get its Articles of Organization approved by the Arizona Corporation Commission the same day you hire us (including Saturdays and Sundays) if you:

  • Pay the entire fee for your LLC or PLLC plus an additional $97 for same day approval service, and
  • Confirm that the information you submit to us in our LLC Formation Questionnaire is correct.

If you satisfy both of the above requirements before 4 pm Arizona time any day of the week we will form your company and get the ACC approval the same day otherwise we may form the company the next day.  We will also email to your company’s contact person a copy of the ACC approved Articles of Organization the same day we get its approval.

Bottom line:  With same day service it is possible to open a bank account for your new LLC or PLLC the same day you hire us to form your company.

[bctt tweet=”Arizona LLC attorney Richard Keyt who has formed 6,300+ LLCs now offers same day LLC formation and state approval.” username=”azattorney”]

 

Arizona Sues California Over California’s $800/Year LLC Rip Off Tax

Arizona Attorney General Mark Brnovich announced today [March 11, 2019] that his office recently filed suit in the U.S. Supreme Court against the State of California seeking to invalidate California’s extraterritorial tax assessments and seizures, which result from an unconstitutional “doing business” tax against businesses and individuals that don’t actually conduct any business in California.

Every year, California assesses an $800 “doing business” taxes against Arizona businesses that conduct no actual business in California. Instead, their only connection to California is a mere passive, non-managing investment in a California limited liability company. California continues to assess these “doing business” taxes even though both its state courts and tax appeals agency have held that the taxes are illegal under California law.

The lawsuit filed by Arizona alleges that these taxes are plainly unconstitutional under the Due Process and Commerce Clauses of the U.S. Constitution. The Supreme Court has held that passive investment in a company located in another state is not sufficient “minimum contacts” to impose taxation under the Due Process Clause (Shaffer v. Heitner, 433 U.S. 186 (1977)). The Supreme Court has also recognized four requirements for states to impose taxes on out-of-state businesses under the Commerce Clause.  California’s “doing business” assessments brazenly violate all four.

The amounts collected by these “doing business” assessments are substantial. Arizona estimates that its citizens pay over $10 million in these unconstitutional taxes to the State of California every year.

These taxes also impact Arizona’s tax collections. Since the “doing business” taxes are deductible expenses, Arizona loses an estimated $484,000 in tax revenue each year due to California’s illegal taxation.

These figures are further compounded since the tax applies to all individuals in other states who invest in California businesses.

Extraterritorial Seizures

Making matters worse, if California’s tax assessments are not paid voluntarily, California frequently further tramples on the sovereignty of other states by issuing orders to interstate banks, demanding that they transfer funds in Arizona-based accounts for back payment. Those seizure orders threaten the banks that, if they do not transfer the funds, California will take the taxes and penalties owed from the banks instead. Not surprisingly, the banks almost uniformly consent to California’s strong-arm tactics.

Exhibit G in the filing provides an example where California demanded that Wells Fargo not only transfer the $800 tax, but also a $200 “demand penalty,” a $432 “late filing penalty,” a $79 “filing enforcement fee,” and $63.40 in interest, for a “Total Tax, Penalties, Interest and Fees” of $1574.40.

The lawsuit alleges that these seizure orders violate both the Due Process Clause (by exercising jurisdiction over out-of-state funds without the requisite “minimum contacts”); and, the Fourth Amendment (by effectuating seizures without a warrant, probable cause, or involvement of any court). Those seizure orders further preclude the banks from filing any court challenge.

Arizona’s suit seeks to end California’s unconstitutional tax encroachments.

2019-07-15T11:57:42-07:00March 11th, 2019|Lawsuits, Miscellaneous, Tax Issues|0 Comments

The 50 Post LLC Formation Emails We Send to People Who Buy Our Silver or Gold LLC Packages

Arizona LLC attorneys Richard Keyt and his son former CPA Richard C. Keyt give purchasers of their Silver and Gold LLC packages a subscription to their unique Arizona LLC Compliance Alert system.  The Arizona LLC Compliance Alert System is a collection of  email messages we send to all members of Silver and Gold LLCs we form.

The purpose of our Arizona LLC Compliance Alert System is to make sure the owners of LLCs we form know about important post formation tasks they need to accomplish.

Arizona LLC Email Alert System Table of Contents

The following is the subject list of the  email alerts in our LLC Compliance Alert System that we send to people who purchase our Silver & Gold LLC packages.  No other person who forms Arizona LLCs gives the LLC owners as much information as we give.

  1. List of LLC formation services Richard Keyt will provide
  2. How We Get an Employer ID Number (EIN) from the IRS for Your LLC
  3. Warning: Arizona Corporation Commission Problems & How the Problems Affect Your Company
  4. How to Open a Bank Account Before the Articles of Organization are Approved
  5. When Will the Arizona Corporation Commission Review Your LLC’s Articles of Organization?
  6. The Arizona Corporation Commission’s Formation Process
  7. More Information about Opening the LLC’s Bank Account
  8. How to Check the Status of Your LLC with the Arizona Corporation Commission
  9. How to Learn More about Operating Your LLC
  10. Checklist of 34 Post Formation Tasks in Chapter 3 of the LLC Operations Manual
  11. Arizona’s LLC Law Newspaper Publication Requirement
  12. How Do I Get Money into My LLC?
  13. Taxes: The Four Ways an LLC Can Be Taxed
  14. Taxes: S Corporation Election to Save Employment Taxes
  15. Taxes: How Internal Revenue Code Section 199A Allows You to Deduct 20% of Business Income
  16. Taxes: Top 40 2019 Federal Income Tax Saving Opportunities
  17. When Must You Amend Your LLC’s Articles of Organization?
  18. Your LLC May Need Arizona State & City Transaction Privilege Tax Licenses
  19. How to Document Loans to an LLC
  20. What is a Springing Member & How to Name a Springing Member
  21. How to Modify Your LLC’s Operating Agreement
  22. Importance of Setting Up Your LLC’s Bookkeeping System
  23. Commercial Real Estate Leases
  24. Warning: How to Convey Arizona Real Estate to Your LLC
  25. Why a Sole Member of an Arizona LLC Needs an Operating Agreement?
  26. Reminder: Have All Members Signed the Operating Agreement?
  27. Does Your LLC Need a Real Estate Lease?
  28. Have You Protected Your Most Valuable Assets?
  29. About Real Estate Contracts & Leases
  30. Warning: Owners of Arizona Residential Rental Real Estate Must Collect & Pay Rent Tax
  31. Ask a Tax Accountant Which of the 4 Tax Methods is Best for Your LLC
  32. Employment Agreements & Independent Contractor Agreements
  33. Find Out Who Will Inherit Your LLC if You Die
  34. How to Get a Trade Name aka DBA for an Arizona LLC
  35. Should Your LLC Elect to be Taxed as an S Corporation?
  36. Importance of Knowing & Following Arizona LLC Law
  37. Warning:  Don’t Commingle Your LLC’s Bank Account with Your Bank Account
  38. How to Register a Federal Trademark
  39. Importance of Documenting Actions Approved by Members & Managers
  40. How to Get a Certificate of Good Standing for an Arizona LLC
  41. Examples What LLC Signatures Look Like on Contracts
  42. When Must an LLC Change Its Address with the Arizona Corporation Commission?
  43. Does Arizona LLC Law Require My LLC to Hold Annual Meetings?
  44. Does Arizona LLC Law Require My Arizona LLC to File an Annual Report with the Arizona Corporation Commission?
  45. Warning: A Multi-member LLC’s Most Important Document
  46. Take the Do-It-Yourself LLC Legal Audit
  47. Warning: Arizona Employment Law for LLCs that Have an Employee
  48. Warning: Improper Signature on a Contract Can Make You Personally Liable
  49. How to Add or Remove a a Member of an Arizona LLC
  50. Warning: Workplace Employee Notice Posters Required by Arizona Law
2019-03-02T09:20:12-07:00March 2nd, 2019|Why People Need an LLC|0 Comments

Top 40 2019 Federal Income Tax Saving Opportunities

Below is a list of 40 tax savings actions you can use in 2019 to save federal income taxes.  Some actions may require that you consult with an experienced tax accountant or tax advisor.  To read detailed descriptions of these tax savings ideas you must subscribe to my free LLC newsletter by entering your information in my LLC newsletter subscription form.

[bctt tweet=”Learn 40 federal income tax savings actions you can use in 2019 to reduce your federal income taxes.” username=”azattorney”]

Table of Contents

Chapter 1: Bracket Management Strategies

#1:  Bracket Management
#2:  Capital Gain Harvesting
#3:  Harvesting Capital Losses
#4:  Trusts as S Corporation Shareholders: ESBT vs. QSST

Chapter 2: Income Smoothing Strategies

#5:  Substantial Sale Charitable Remainder Trust (CRT)
#6:  Retirement Charitable Remainder Trust
#7:  Roth IRA Conversions
#8:  Oil and Gas Investments
#9:  Two-Year Installment Sale Strategy
#10:  Nonqualified Tax Deferred Annuities
#11:  Borrowing from Permanent Life Insurance Policies

Chapter 3: Income Shifting Strategies

#12:  Income Shifting Charitable Remainder Trust
#13:  Family Limited Partnership (FLP)

Chapter 4: Reducing Taxable Income Strategies

#14:  Tax-Aware Investing
#15:  Incomplete Gift, Non-Grantor (ING) Trusts
#16:  Captive Insurance Companies

Chapter 5: Specific Net Investment Income Tax Strategies

#17:  Inter Vivos Charitable Lead Annuity Trust (CLAT)
#18:  Grouping Business Activities to Create Material Participation and Avoid the NIIT
#19:  Choice of Filing Status to Avoid the 3.8% NIIT

Chapter 6: Wealth Transfer Strategies

#20:  Intra-Family Loans
#21:  Grantor Retained Annuity Trust (GRAT)
#22:  Dynasty Trust
#23:  IDGT Sale
#24:  Domestic Asset Protection Trust (DAPT)
#25:  Spousal Limited Access Trusts

Chapter 7: IRC Section 199A Planning

#26:  IRC § 199A Overview
#27:  Managing IRC § 199A Limitation Amounts
#28:  Choice of Entity Decision After the TCJA–Converting a Pass-Through Entity to a C Corporation
#29:  Using Multiple Trusts to Enhance the Benefits of IRC § 199A
#30:  Aggregating Trades or Businesses to Increase the § 199A Deduction

Chapter 8: Ten More Must Know Strategies for 2019

#31:  Trust Decanting
#32:  S-Election to Save Employment Taxes
#34:  Trusts Named as IRA Beneficiaries
#35:  Sale to an Intentionally Defective Grantor Trust (IDGT) with a Self-Cancelling Installment Note (SCIN) Hedge
#36:  Qualified Small Business Stock
#37:  Opportunity Zones
#38:  Puerto Rico Tax Incentives
#39:  Timing the NQSO Exercise Decision
#40:  Cost Segregation

2019-02-25T20:49:05-07:00February 25th, 2019|Why People Need an LLC|0 Comments

IRS Increases Penalty for Late Filing of Form 5472 to $25,000

If you are a non-U.S. citizen who is the sole member/owner of a U.S. limited liability company treated by the IRS as a disregarded entity (a “DE”) you must file an IRS form 5472 with the IRS on or before the due date of the Form 5472 or become liable to pay the IRS a penalty of $25,000.  If you must file Form 5472 and fail to file it before the due date and then fail to file the Form 5472 within 90 days after the due date you will become liable for an additional $25,000 penalty.

The U.S. DE LLC must file Form 5472 if it had a reportable transaction with a foreign or domestic related party.  To learn what are reportable transactions, who are related parties and more about this topic read my article called “LLCs 100% Owned by Foreign Persons Must File IRS Form 5472 or be Liable for $25,000 Penalty.”

[bctt tweet=”Learn about the $25,000 penalty when a foreign person who owns a U.S. LLC that is a disregarded entity fails to file IRS form 5472.” username=”azattorney”]

2019-02-23T14:16:15-07:00February 23rd, 2019|Miscellaneous, Tax Issues|0 Comments

Get Richard Keyt’s Weekly LLC Email Newsletters

Complete the form below to get a free subscription to Arizona LLC attorney Richard Keyt’s weekly LLC email newsletter.  We don’t share your information and you can cancel at any time by clicking on the unsubscribe link at the bottom of each email newsletter.  After you submit your data we will send you an email message that asks you to confirm your email address unless you previously opted in to our system.  If you don’t see our confirmation email in  your inbox check your spam folder.

2019-02-20T08:39:04-07:00February 20th, 2019|Miscellaneous|0 Comments

Current Arizona Corporation Commission’s LLC Services

The Arizona Corporation Commission’s LLC services are much better than after it adopted its new software system on May 20, 2018.  See “Arizona Corporation Commission’s New Database System Sucks.”  The ACC continues to make far too many errors when it reviews Articles of Organization and other LLC filings, but it is making fewer errors than in the past.  The time to review new expedited filings has decreased significantly.

Last July the ACC was reviewing expedited filings in 15 -20 business days and non-expedited filings in 54 – 59 business days.  The current review times are 9 – 11 business days for expedited filings of new LLCs and 20 – 22 business days for non-expedited filings.  See current processing times.

2019-07-04T10:43:12-07:00January 20th, 2019|Why People Need an LLC|0 Comments