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Forming LLC's

Posted: Sat Jan 12, 2013 10:57 am
by Munson
All the CHL instructors I know have recommended forming LLC's that you work under for protection against idiot students. I was wondering what you guys think about doing that, have you done it, and if so, who did you use to do it. Thanks in advance

Re: Forming LLC's

Posted: Sat Jan 12, 2013 11:19 am
by Ericstac
As a business owner in a non-gun industry looking in, I definitely would want to be protected by a corp..

Re: Forming LLC's

Posted: Sat Jan 12, 2013 11:46 am
by RoyGBiv
I'm not an instructor, just a small business owner that incorporated as an LLC.
In my OPINION, there's absolutely no way I would operate ANY business without the protection of a corporation.
Being in a business related to firearms makes it doubly necessary, IMO.
Munson wrote:who did you use to do it.
It's a VERY simple process to do yourself.

1. Search the internet for your proposed business name to make sure it's not taken. If it's being used in a non-related business, you can choose to use it, or, if it's being used in some other state, you might be able to use it in TX if it's not registered in TX. You can search the TX database HERE [ETA: There is a signup and credit card required to search, and a small fee, maybe $1 per search IIRC], or you can apply (see step 2) and they will reject your application if the name is already being used.

2. Apply online here: http://www.sos.state.tx.us/corp/sosda/index.shtml" onclick="window.open(this.href);return false;
Or download and mail a paper application from here: http://www.sos.state.tx.us/corp/forms_boc.shtml" onclick="window.open(this.href);return false;

3. Apply for a Federal Tax ID [called an EIN or FEIN] online here (instant): http://www.irs.gov/Businesses/Small-Bus ... %29-Online" onclick="window.open(this.href);return false;

4. After you get your confirmation and documents back from the State, go online and apply for a State tax ID here (I think this is also instant now as well): http://www.window.state.tx.us/taxinfo/s ... iness.html" onclick="window.open(this.href);return false;
4a: Once you have the filing documents back from the state you can open a bank account in the name of the company. The bank will want to see your State documents and your FEIN.

5. IF you registered as an LLC (the other good option for a small business is an "S-Corp", talk with your tax adviser before choosing), during the first 90 days after you get your FEIN, if you chose LLC but still want to be taxed as an "S-Corp" (highly recommended for an individual owner business), file this form with the IRS to choose "LLC but filing as Sub-S". This will allow you to avoid any double-taxation at the Federal level (again, please talk with a good tax adviser if the documentation is at all unclear).
Info here: http://www.bizfilings.com/toolkit/news/ ... -both.aspx" onclick="window.open(this.href);return false;
Forms here: http://www.irs.gov/uac/Form-2553,-Elect ... orporation" onclick="window.open(this.href);return false;

All of this can be done yourself (paperwork wise) in less than 1 hour. You'll need to make some decisions beforehand about whether S-Corp or LLC is best for you (again, talk to your TAX ADVISER).

At the end of the year, your accountant can help you file the proper tax forms. A sub-S is pretty straightforward, and LLC filing as a sub-S has a few choices, but is not difficult at all. Both the sub-S and LLC (filing as sub-S) pass the business income to your personal 1040 before it's taxed. You'll need to send the IRS quarterly "Estimated Tax Payments", which you're probably doing right now anyway, if you've been operating your business for any time.

On the state side, you'll need to file sales tax reports (can be filed and paid online) at least annually, even if your business is not required to collect sales tax. Once a year (the reporting dates are seriously messed up.... but the State is good about reminding you), you'll need to file a franchise tax report and another report (I forget the name) confirming that the ownership of the corporation hasn't changed. Both can easily be done online in 15 minutes, assuming you have less than $1M in revenue and have your accounting information easily accessible.

Hopefully that's not too overwhelming?
It's really pretty easy, once you get the hang of it.
Maybe you can hire an accountant to walk you through all the tax filings the first year and they take over the tax filing stuff yourself. I still have my accountant do my corporate tax forms each year, but, the tax filing online stuff is easy enough that I set reminders on my calendar and do it myself.

It's possible I've missed something (It's Saturday morning, after all), so, please double check with your tax adviser (did I say that enough times?) :mrgreen:

Good luck with the business.!

Re: Forming LLC's

Posted: Sat Jan 12, 2013 11:51 am
by Ericstac
Sounds about right.. You can also hire an attorney to set it all up for you, and then have a CPA handle all your filings so you don't forget something each year. It's not too expensive..

Re: Forming LLC's

Posted: Sat Jan 12, 2013 12:02 pm
by JALLEN
You definitely need to be briefed on the various tax ramifications, and there are many good CPA's out there who can get you off to a good start, but you also should start with a local attorney you can trust who can review for you the various ramifications and limitations of the arrangement, compare LLC vs. corporate status, etc.

It is somewhat more complicated that merely filling out some forms for the Secretary of State and paying a fee.

Being an LLC is certainly not a magic shield that protects you from all care and woe, and you might find that it is relatively worthless in particular situations. If you have employees, an entity can protect you personally, as the owner, from some liabilities of the business arising out of the employees acts or omissions, but probably won't protect you from the impact of your own acts or omissions. There are a great many more situations to think about, including what insurance covereages you ought or will be required, to have.

I don't play a lawyer on TV. I am one, but in California. I've also been involved in a dozen or more corporations and LLC over the years, as an owner, officer, director, etc. I'll let a Texas lawyer provide whatever details or nuances are involved there. But just so you know, when a commode gets stopped up, I call a plumber, if you get my drift. ;-)

Re: Forming LLC's

Posted: Sat Jan 12, 2013 12:52 pm
by 77346
Very good post, Roy :thumbs2: very informative.

Do you know off the top of your head what is the filing fee with the state? and do you use a Registered Agent service?

Re: Forming LLC's

Posted: Sat Jan 12, 2013 4:24 pm
by Texas Sheepdog
The filing fee for a Texas LLC is $300. You need to designate a registered agent who will be available to receive legal notice, process, ect. The RA can be you if you're on site during normal business hours, including lunch, and don't mind the address being public record. If you have a day job or want to preserve some privacy, a RA service is a good idea. Also, a good accountant can be worth her weight in gold. Good luck to you.

Re: Forming LLC's

Posted: Fri Jan 18, 2013 12:51 am
by Munson
I really do appreciate the information guys. Im not sure which route I am going to go just yet, but this was definitely a big help