This is called vertical integration, alot of people do this to avoid paying state taxes in the state they do business by paying “trademark” fees to parent Wyoming LLC, that’s in addition to the charging order protection
Clint Thank you very much sir for this outstanding invaluable legal information. I have recently , yesterday , set up an LLC , in Indiana, and I have been scouring the internet seeking advice on any and all items I will need in order to move forward legally, with all available protections. I have viewed a few of your videos and have shared them with a friend who is about to set up his LLC. I will subscribe to your channel and try to find your schedule of events in order to come hear you in person. Please continue to keep this excellent information coming. Best to you and your company in the coming year sir .👍🏽
For a service business, does it matter where the subsidiary operating companies of a holding company are formed if they will do business nationwide? From my understanding the answer is no because they have to register in every state they operate in anyway and so have to follow that state's laws so the first state in which they are formed does not matter. But the holding company, as long as it only serves to hold the operating subsidiaries and does not do business in every state, should be formed in a strong asset protection state and thus it will be safe from charging orders if it's owner gets sued. And thus so will the subsidiaries since they are owned by the holding company and not by the actual human owner. Am I correct? Thanks for your videos. They are absolute gold!
So for the operating agreement how exactly can you tell if the ones you obtained you actually own vs ones you just have just incase someone sues you or liable for some type of tax ?
Under Georgia law, a court that issues a judgment against an LLC member may also issue an order in the same case charging the member's LLC interests with payment of the judgment; the LLC need not be a party to the suit, and the judgment creditor need not establish that jurisdiction and venue over the LLC is proper. Mahalo Invs. III, LLC v. First Citizens Bank & Trust Co., No. A14A1940, 2015 WL 687922 (Ga Ct. App. Feb. 19, 2015).
How to check whether Wash DC has charging order protection? How to access your analysis of states that have good charging order protection as sole remedy? Thank you for sharing!
Did not see any notes for a Mississippi LLC on charging orders. Can you update notes to advise on this state? Also, I am thinking of having MS Holding LLC as my anonymity state to do business in FL LLCs but buy properties in FL through a land trust. I saw another person's video that recommended putting the persons name for beneficiary on the trust and have the LLC assigned to be the beneficial interest on a 2nd document. Does this make sense to you, and is it true they will not be able to see the individuals name on the land trust?
Check out this video: th-cam.com/video/kXJghMUOd0M/w-d-xo.html I like using land trusts in FL and yes the beneficiaries are private. Only the trustee is on title.
Nice video but a bit confusing on the Wyoming and Nevada comments as the few options with charging order protection as the sole exclusive remedy. I live in North Carolina and am told that NC LLC’s also have the same CO protections as the sole exclusive remedy as part of the NC LLC Act that became effective January 1st, 2014. What benefit would a WY LLC provide for people with NC rental props?
Yes NC does provide that the charging order is the exclusive remedy but the statute does not contain language that states "foreclosure of a members interest is precluded". Some might say this is splitting hairs but after the Florida Olmstead decision clarity is always better when faced of activist judges who seek to legislate from the bench. Is this a deal killer - no but any investor should be aware of the language and how it can be used to defeat the asset protection benefits of an LLC. That being said, my point in the video is to use a WY or DE LLC to hold your NC (State specific real estate LLCs) LLCs for an additional layer of protection and anonymity.
Here is the statue Gen.Laws 1956, § 7-16-37 . The statute does not provide for the charging order being the "sole or exclusive remedy" thus a creditor could possibly take your interest.
Hello, spectacular video here. A question:if a foreigner (Canadian or German for example) will open an LLC for example in New MEXICO and will buy and sell TAX DEED in several states such as Alabama, Arkansas, Pennsylvania among others, he would have some additional cost in this LLC for the fact of buying and selling properties in other states?
your channel is the best at explaining and share information. Thank you very much. I have some questions. 1) Does IOWA offer Charging Protection Order for LLC? 2) It looks like IOWA doesn't require to have owner name listed in LLC in IOWA, is this true? 3) I have a rental property in IOWA under my name (but I live in California now), Is it possible for me to open an LLC in IOWA and put this iowa rental property into this LLC?
Iowa does not collect information on the managers or members of an LLC. Iowa does not have full charging order protections. A creditor of a member of an Iowa LLC can foreclose on the interest and have a receiver appointed to govern the LLC distributions. If you have rental property in Iowa and you live in CA you can put your Iowa rental into an Iowa LLC that you own.
Depends on how the LLC was set up and what information the person was willing to disclose to the bank. They should have given a local address - not sure if that was done. Also always ask to speak with a business banker.
It is in the show notes: States that allow a creditor to foreclose on your LLC interest i.e., these are very weak asset protection states: California, Colorado, Florida Single Member LLCs, Hawaii, Idaho, Illinois, Iowa, Indiana (Currently being amended to allow foreclosure 2011 HB 1549), Kansas (Currently being amended to allow foreclosure 2011 HB 2261), Kentucky, Montana, Nebraska, Utah, Vermont, and West Virginia States where the charging order protection is the only remedy available to a creditor i.e., these are strong asset protection states: Alaska, Delaware, Florida (Excluding Single Member LLCs), Georgia (Must provide for in operating agreement), Maine, Michigan, Nevada, New Hampshire (Excluding Single Member LLCs) New Jersey, Oklahoma, South Dakota, Texas, and Wyoming
If a rental property is owned by a Trust or a LLC, would the beneficary of the Trust or the owner of the LLC be able to use the $25K rental losses allowance to off set W2 or Investment Income? Assuming under $100K GAI. Thanks.
If you control and own a WY LLC and you are the only member, and this WY LLC owns 100% of others LLC. Doesn't this make you the owner of this others LLC in a court?
Thank you very much for the teaching!!! The strategy is very helpful in resolving the questions that I was exposed to. I was wondering why a local attorney revealed a lawsuit of a foreign entity that were not protected by the state laws. I heard that people chose to start up an LLC in Nevada and registered here and also heard others who was instructed to create a holding company later while they currently started a company in their own names. Many strategies are out there, but none explained why it can protect the assets clearly enough for me to understand what I have been hearing locally. I have been perplexed until I watched this video. Now I understand it better, but wonder what's the cost to start a company with such a strategy. What about Ohio? It is not listed above?
Hello - thank you for the video, very informative and helpful. Have there been any changes to the grouping of states and their asset protection levels? I noticed the video was posted in 2016 and Kansas is listed under the weak state section group. We are preparing to set up a holding LLC in Kansas (commercial real estate) but may reconsider if they are still considered a weak asset protection state. Thanks in advance for your response.
Kansas is a good state. See 17-76-113 "The entry of a charging order is the exclusive remedy by which a judgment creditor of a member or of a member's assignee may satisfy a judgment out of the judgment debtor's limited liability company interest, and attachment, garnishment, foreclosure, or other legal or equitable remedies are not available to the judgment creditor, whether the limited liability company has one member or more than one member"
@@kriskoki2317 Yes you should make the change in the title but, depending on your state, if the car is financed you may not be able to change the registered owner.
Imagine a WY LLC holding two other LLCs, one for a business and another for holding real estate; and the business and real estate are located in a weak-LLC state. Is it best to for the sub-LLCs to be of their same state for court jurisdiction reasons, despite being in a weak-LLC state?
if the LLC is in Wyoming, and control other 3 LLC in different States, so I will be paying $$$ for 4 States to run the LLCs annually right? and how to pay Tax? do I pay tax in 4 States too for all the LLCs? And what if the court freeze Wyoming LLC, will that totally negatively affect all my other LLCs? and what remedy to prevent the court freeze the Charging Order Protected LLC?
Wyoming will not tax you but you may have to pay taxes in each state where you own real estate on the income generated from the property. This would be required regardless if you are using an LLC. Freezing your WY LLC will not effect your other LLCs only the WY.
Great info! I'm looking to set up my holding company LLC (single member). Should I use Wyoming or Delaware? Any pros/cons to do partnership vs single member?
You could but we do not advocate or utilize this tool in our planning. I prefer to use a Nevada Asset protection trust for superior protection planning.
Great video! I always get confused. Pretty much a foreign llc is a waste of $. The correct way is Florida rental llc. Owned by Wyoming llc which is owned by you correct? In that latter set up, what will happen if the Florida rental llc itself is sued instead of the individual person, will the plaintiff relief be restricted to charging order too?
I live in CA, if CA finds out about my WY llc, Will I have to register my WY llcs in CA, then pay the $800 franchise tax and lose the anonymity and the charging order protection?
Will the lender refinance you with a pending judgement? If not, what happens when you pay down the debt and all the equity is exposed? Can you sell it?
Could you be more specific? Is the judgment against you and you have an asset in an LLC, is the judgment against your LLC that holds an asset or is the judgment against you and you do not have an LLC?
@@ClintCoons Hi Clint. No, the judgement isn't against me personally, but the LLC which holds the asset. Eventually the amount financed will be paid down and with a judgement pending I would imagine the lender will not offer to refinance. Selling the asset with a judgement doesn't sound appealing either.
If I have an ongoing lawsuit and I change my Corporation to an LLC in Texas, do I still get the charging order protection in the LLC? If I lose the lawsuit, will the conversion to an LLC be considered a fraudulent conveyance? Thanks in advance for your response.
Great question. Not sure how the court might view this move. If you can justify the conversion for other business reasons then it will be difficult to make the argument you changed the business form to protect the business interest from your personal creditors. One way to look at it is - if you do it what do you have to lose, i.e., if you don't your shares could be at risk however if you do, you may have some protection.
Hi Clint, if I'm just starting in property flipping and working with a hard money lender once I have made the money I need to work with your firm and pay the full membership cost will I be able to still use these strategies with your company?
In this structure, what should my Wyoming LLC do for ots taxes? Should it be taxes as a flow through entity? And at the end of the year can I leave the money in there if its a flow through entity and doesn't pay taxes? And can I make an owner of Wyoming LLC a trust? And myself, as wall as my children a beneficiary of that trust where I can access it anytime and when I die, my children the only beneficiariea?
Lots to unpack. You should contact my office and set up a strategy session to make sure you are setting it up right. If you would like a FREE 30-minute consultation, you can request one here - aba.link/30minSession
You guys are great. I live in Louisiana and I read other’s question about registering their WY, NV, DE llc in their home state to do business and you all said they didn’t have to but they need to pay the franchise tax. Does that hold true here in Louisiana too?
I do not know the circumstances under which the tax would be imposed on an out of state entity. This question is more involved and requires more information. Sign up for a strategy session to discuss.
Can I connect my llc to my job changing my entity to recieve funds to a direct deposit of my entities bank? If you can help me with this I will br in need of services
Hello Sir, If wyoming LLC says this, do i still need to distribute funds annually if creditors sue me?--> DISTRIBUTIONS. The Members may determine and distribute available funds annually or more frequently as the Members see fit. “Available funds” refers to the net cash of the Company available after expenses and liabilities, as determined by the Managers. Upon liquidation of the Company or of a Member's interest, distributions must be made according to the positive capital or pursuant to Treasury Regulation 1.704-l(b)(2)(ii)(b)(2). To the extent a Member has a negative capital account balance, there must be a qualified income offset, as set forth in Treasury Regulation 1.704-l(b)(2)(ii)(d).
Great question. This is why an operating agreement is so important. Many operating agreements require distributions and this defeats the benefit of a charging order because you must distribute money to your creditors. A properly drafted operating agreement should make distributions discretionary and not mandatory so you can avoid making distributions to creditors.
Not sure on offshore but with a WY LLC the operating agreement will spell out who is in control. Banks will ask to see a copy of the operating agreement and resolutions to verify control.
Clint, If the WY is holding the CA LLC then doesn’t it have to register in CA and pay the $800 to FTB and lose the charging order protection ? It’s kinda defeating the charge order protection purposes? Any thoughts?
It does not need to register with the CA secretary of state but it may have to register with the CA FTB and pay the $800 annual shake down fee. Using certain types of trusts to hold your LLC can avoid this fee.
Do I lose charge order protection if register with CAFTB ? Secondly, will they make me pay 800/yr for those years that I didn’t register or only from there on ?
Take a loan or pay a management fee. Also consider the alternative - would you prefer to have an LLC with assets or no assets. Creditors know the difficulty of dealing with LLCs and the use of a strong structure will make them want to settle for your policy limits.
Virginia does not offer anonymity. Regarding charging orders, the Virginia LLC Act is silent on on wether a creditor can foreclose on a member's interest. In 2004 when the charging order provisions of the Virginia LLC Act were first enacted the act specifically authorized foreclosure of a charging order. In 2006, the Virginia LLC Act was amended to delete all references to foreclosure. The amendment also provided the charging order is the exclusive remedy by which a judgment creditor may satisfy a judgment out of a member’s transferable interest. Thus, the act is silent on foreclosure but uses the term exclusive. Does this mean that a court may not order a foreclosure? I would suggest yes because of the removal of the foreclosure language in the 2006 amendment. Thus, I would consider Virginia to be a relative strong charging order state.
I live in california and have props in california. Am I member or manager in the holding company? If yesI have to register the holding company in california as per FTB website. does this not then defeat the purpose. Thx
Thanks Clint. If I register with FTB then I lose the anonymity right? I will need to pay the $800 fees and they will come to know of all the other WY LLC that hold props a well as they will want to know all the holdings this LLC has. Am I missing something here?
If I form a Nevada LLC for the purposes of having it own a CA LLC that will own properties in CA. How would I be able to open a bank account In Nevada if I live in CA?
You will need to use your local CA address to open the NV account in CA otherwise you will need to travel to Nevada and open the account. I would use WY over NV for your holding LLC. It is easier to obtain anonymity with a WY LLC.
It is no the best because the statute does not state the charging order is the exclusive remedy see law.justia.com/codes/new-mexico/2017/chapter-53/article-19/section-53-19-35/
Real Estate Asset Protection I am not working with her at the time. Indiana was listed as one of the bad ones to set up. That’s why I opted out of not setting one up.
Unsure because the statute does not make the "Charging Order" the exclusive remedy. "...the court may charge the membership interest of the member with payment of the unsatisfied amount of the judgment with interest" . You can see how this has left open the possibility of foreclosure.
So, how can you take your money out? I collect rent and have to put it in the bank right? My name is in the bank account. Wouldn't the attorney can find out who i am?
I assume you are referring to an attorney obtaining a garnishment on your personal account. First, the LLC will collect the rent not you. Second you would open a new checking account (personal) one the attorney does not know about. Third- you would take loans from the LLC and not distributions. The loans could be secured against your residence to provide even more protection. Check out my video on friendly liens.
Here is the statue Gen.Laws 1956, § 7-16-37 . The statute does not provide for the charging order being the "sole or exclusive remedy" thus a creditor could possibly take your interest.
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Absolutely phenomenal. You're probably the best thing that has happened to investors. Keep these coming.
Wow, thanks!
Thanks so much for the information.
All attorneys seek to look like and sound like and possess and exude the competence of this man.
They try!
But there is only one Clint!
Although I binge watch your videos, there's a wow factor (something I didn't know) all the time, greatly appreciate you, excellent presentation!
Wow, thanks!
This is called vertical integration, alot of people do this to avoid paying state taxes in the state they do business by paying “trademark” fees to parent Wyoming LLC, that’s in addition to the charging order protection
Clint
Thank you very much sir for this outstanding invaluable legal information. I have recently , yesterday , set up an LLC , in Indiana, and I have been scouring the internet seeking advice on any and all items I will need in order to move forward legally, with all available protections.
I have viewed a few of your videos and have shared them with a friend who is about to set up his LLC.
I will subscribe to your channel and try to find your schedule of events in order to come hear you in person.
Please continue to keep this excellent information coming. Best to you and your company in the coming year sir .👍🏽
Thanks. We do have live events we host each month via zoom if you are interested.
For a service business, does it matter where the subsidiary operating companies of a holding company are formed if they will do business nationwide? From my understanding the answer is no because they have to register in every state they operate in anyway and so have to follow that state's laws so the first state in which they are formed does not matter.
But the holding company, as long as it only serves to hold the operating subsidiaries and does not do business in every state, should be formed in a strong asset protection state and thus it will be safe from charging orders if it's owner gets sued. And thus so will the subsidiaries since they are owned by the holding company and not by the actual human owner.
Am I correct?
Thanks for your videos. They are absolute gold!
JM facts brother🤝
this is genius. if i ever get to this point in life i’m giving you a call.
Look forward to it.
This is phenomenal advice. Come September I'm hiring these guys.
Coming December 2021 I'm going to hire these patriots.
Thank you so much! This information is everywhere on the internet and so hard to understand and you made it so easy!
Glad it was helpful!
@Clint Coons: Real Estate Asset Protection - where does Maryland fall in this regard please? Thank you!
Horrible. A creditor can foreclose on your interest.
I love him to. He's saving us investor thousands of dollars. Salute to you Sir.
Fantastic video! And all in one take! Great job!
Glad you enjoyed it!
Ok previous question partially amswered
So for the operating agreement how exactly can you tell if the ones you obtained you actually own vs ones you just have just incase someone sues you or liable for some type of tax ?
Sorry but I do not understand the question.
Under Georgia law, a court that issues a judgment against an LLC member may also issue an order in the same case charging the member's LLC interests with payment of the judgment; the LLC need not be a party to the suit, and the judgment creditor need not establish that jurisdiction and venue over the LLC is proper. Mahalo Invs. III, LLC v. First Citizens Bank & Trust Co., No. A14A1940, 2015 WL 687922 (Ga Ct. App. Feb. 19, 2015).
How to check whether Wash DC has charging order protection? How to access your analysis of states that have good charging order protection as sole remedy? Thank you for sharing!
Look at their statues for LLCs
I like this guy 🤙🤙🤙 no I love this guy lol
I’m saying the same he gives so much value I love it!!!
some said that the strongest llc is an offshore llc base in nevis or cookisland so that the us court does not have any jurisdiction. what can you say?
It might be in some circumstances. I do not know enough about it.
Offshore is sometimes the case, but it can be REALLY 👀 expenseive‼️
Did not see any notes for a Mississippi LLC on charging orders. Can you update notes to advise on this state? Also, I am thinking of having MS Holding LLC as my anonymity state to do business in FL LLCs but buy properties in FL through a land trust. I saw another person's video that recommended putting the persons name for beneficiary on the trust and have the LLC assigned to be the beneficial interest on a 2nd document. Does this make sense to you, and is it true they will not be able to see the individuals name on the land trust?
Check out this video: th-cam.com/video/kXJghMUOd0M/w-d-xo.html
I like using land trusts in FL and yes the beneficiaries are private. Only the trustee is on title.
I don't see Arizona in any of those lists how do they hold up with the charging order protection
Arizona has flirted with modifying its language but as of now it is available.
Does this structure protect you from both sides personal and business
Yes, LLCs provide dual protection but not in all states. Look for states with strong charging order protections.
Man you know your stuff. Respect.
Nice video but a bit confusing on the Wyoming and Nevada comments as the few options with charging order protection as the sole exclusive remedy. I live in North Carolina and am told that NC LLC’s also have the same CO protections as the sole exclusive remedy as part of the NC LLC Act that became effective January 1st, 2014. What benefit would a WY LLC provide for people with NC rental props?
Yes NC does provide that the charging order is the exclusive remedy but the statute does not contain language that states "foreclosure of a members interest is precluded". Some might say this is splitting hairs but after the Florida Olmstead decision clarity is always better when faced of activist judges who seek to legislate from the bench. Is this a deal killer - no but any investor should be aware of the language and how it can be used to defeat the asset protection benefits of an LLC. That being said, my point in the video is to use a WY or DE LLC to hold your NC (State specific real estate LLCs) LLCs for an additional layer of protection and anonymity.
I notice Rhode Island is not listed. Is it a Strong or weak Asset protection state?
Here is the statue Gen.Laws 1956, § 7-16-37 . The statute does not provide for the charging order being the "sole or exclusive remedy" thus a creditor could possibly take your interest.
Hello, spectacular video here. A question:if a foreigner (Canadian or German for example) will open an LLC for example in New MEXICO and will buy and sell TAX DEED in several states such as Alabama, Arkansas, Pennsylvania among others, he would have some additional cost in this LLC for the fact of buying and selling properties in other states?
Yes but you want to make sure you are using the appropriate entity for your country. Canadians should avoid LLCs
your channel is the best at explaining and share information. Thank you very much. I have some questions. 1) Does IOWA offer Charging Protection Order for LLC? 2) It looks like IOWA doesn't require to have owner name listed in LLC in IOWA, is this true? 3) I have a rental property in IOWA under my name (but I live in California now), Is it possible for me to open an LLC in IOWA and put this iowa rental property into this LLC?
Iowa does not collect information on the managers or members of an LLC. Iowa does not have full charging order protections. A creditor of a member of an Iowa LLC can foreclose on the interest and have a receiver appointed to govern the LLC distributions. If you have rental property in Iowa and you live in CA you can put your Iowa rental into an Iowa LLC that you own.
I know someone who set-up a Wyoming LLC & the bank would not let them open a checking account in NJ. How often does this become a problem?
Depends on how the LLC was set up and what information the person was willing to disclose to the bank. They should have given a local address - not sure if that was done. Also always ask to speak with a business banker.
I looked in the video and checked all the comments, but I didn’t hear any mention of PA. How is there protections...outside included?
Horrible. PA gives creditors foreclosure and receivership remedies. See law.justia.com/codes/pennsylvania/2019/title-15/chapter-88/section-8853/
Love your videos! Thank you for putting these together.
You are so welcome thanks for watching.
How do I access the list of states which offer the best and worst protection for LLCs? You said that it’s below the video and I’m not seeing it.
It is in the show notes: States that allow a creditor to foreclose on your LLC interest i.e., these are very weak asset protection states:
California, Colorado, Florida Single Member LLCs, Hawaii, Idaho, Illinois, Iowa, Indiana (Currently being amended to allow foreclosure 2011 HB 1549), Kansas (Currently being amended to allow foreclosure 2011 HB 2261), Kentucky, Montana, Nebraska, Utah, Vermont, and West Virginia
States where the charging order protection is the only remedy available to a creditor i.e., these are strong asset protection states:
Alaska, Delaware, Florida (Excluding Single Member LLCs), Georgia (Must provide for in operating agreement), Maine, Michigan, Nevada, New Hampshire (Excluding Single Member LLCs) New Jersey, Oklahoma, South Dakota, Texas, and Wyoming
Good information. Thank you for sharing.🙂
Glad it was helpful!
If a rental property is owned by a Trust or a LLC, would the beneficary of the Trust or the owner of the LLC be able to use the $25K rental losses allowance to off set W2 or Investment Income? Assuming under $100K GAI. Thanks.
If you control and own a WY LLC and you are the only member, and this WY LLC owns 100% of others LLC. Doesn't this make you the owner of this others LLC in a court?
No. You are only a member of the WY LLC not the upper tier LLCs.
Does NY offer strong asset protection? Charging order?
On its face yes but it does make the charging order the exclusive remedy like Wyoming and some other state.
Im in Florida single owner.. im screwed
Thank you very much for the teaching!!!
The strategy is very helpful in resolving the questions that I was exposed to. I was wondering why a local attorney revealed a lawsuit of a foreign entity that were not protected by the state laws. I heard that people chose to start up an LLC in Nevada and registered here and also heard others who was instructed to create a holding company later while they currently started a company in their own names. Many strategies are out there, but none explained why it can protect the assets clearly enough for me to understand what I have been hearing locally. I have been perplexed until I watched this video. Now I understand it better, but wonder what's the cost to start a company with such a strategy.
What about Ohio? It is not listed above?
Ohio has charging order protections
Is there an example on how to provide for in the operating agreement for the state of Georgia?
Hello - thank you for the video, very informative and helpful. Have there been any changes to the grouping of states and their asset protection levels? I noticed the video was posted in 2016 and Kansas is listed under the weak state section group. We are preparing to set up a holding LLC in Kansas (commercial real estate) but may reconsider if they are still considered a weak asset protection state. Thanks in advance for your response.
Kansas is a good state. See 17-76-113 "The entry of a charging order is the exclusive remedy by which a judgment creditor of a member or of a member's assignee may satisfy a judgment out of the judgment debtor's limited liability company interest, and attachment, garnishment, foreclosure, or other legal or equitable remedies are not available to the judgment creditor, whether the limited liability company has one member or more than one member"
Hello, C corp or llc will better protection for personal assets in new york?
Definitely an LLC but you may want to consider using DE or WY instead for certain assets.
Hello, I am uber driver , I want llc for uber, Do I need change my car ‘s title from my personal name to llc’ s title?
@@kriskoki2317 Yes you should make the change in the title but, depending on your state, if the car is financed you may not be able to change the registered owner.
Does New Mexico offer these protections?
Imagine a WY LLC holding two other LLCs, one for a business and another for holding real estate; and the business and real estate are located in a weak-LLC state. Is it best to for the sub-LLCs to be of their same state for court jurisdiction reasons, despite being in a weak-LLC state?
Correct. But remember the weak state refers to charging order protections and that is why you use a strong state to hold the weak state LLCS.
Doesn't Wyoming require an annual report?
Also does an LLC in those States protect from personal IRS debt as well?
Man!!! Good info . Just what I was looking for.
Awesome, thank you!
if the LLC is in Wyoming, and control other 3 LLC in different States, so I will be paying $$$ for 4 States to run the LLCs annually right? and how to pay Tax? do I pay tax in 4 States too for all the LLCs? And what if the court freeze Wyoming LLC, will that totally negatively affect all my other LLCs? and what remedy to prevent the court freeze the Charging Order Protected LLC?
Wyoming will not tax you but you may have to pay taxes in each state where you own real estate on the income generated from the property. This would be required regardless if you are using an LLC. Freezing your WY LLC will not effect your other LLCs only the WY.
Great information! 🤙🏼
Glad it was helpful!
Great info! I'm looking to set up my holding company LLC (single member). Should I use Wyoming or Delaware? Any pros/cons to do partnership vs single member?
I have a video on this. Check out my channel. I do prefer partnership as a holding LLC to increase the amount of income that counts for borrowing.
Assign the interest to a foreign Trust.
You could but we do not advocate or utilize this tool in our planning. I prefer to use a Nevada Asset protection trust for superior protection planning.
Great video! I always get confused. Pretty much a foreign llc is a waste of $.
The correct way is Florida rental llc. Owned by Wyoming llc which is owned by you correct?
In that latter set up, what will happen if the Florida rental llc itself is sued instead of the individual person, will the plaintiff relief be restricted to charging order too?
Yes as to the first question. If the FL LLC is sued then the FL LLC is responsible.
I noticed Virginia was not listed in either state categories. What about charging orders for Virginia being a commonwealth state?
Virginia is a strong state. See law.lis.virginia.gov/vacode/title13.1/chapter12/section13.1-1041.1/
The charging order is the exclusive remedy.
I live in CA, if CA finds out about my WY llc, Will I have to register my WY llcs in CA, then pay the $800 franchise tax and lose the anonymity and the charging order protection?
You do not have to register your WY LLC with the CA Sec of State but you will have to register with the CAFTB I.e, pay $800.
Will the lender refinance you with a pending judgement? If not, what happens when you pay down the debt and all the equity is exposed? Can you sell it?
Could you be more specific? Is the judgment against you and you have an asset in an LLC, is the judgment against your LLC that holds an asset or is the judgment against you and you do not have an LLC?
@@ClintCoons Hi Clint. No, the judgement isn't against me personally, but the LLC which holds the asset. Eventually the amount financed will be paid down and with a judgement pending I would imagine the lender will not offer to refinance. Selling the asset with a judgement doesn't sound appealing either.
If I have an ongoing lawsuit and I change my Corporation to an LLC in Texas, do I still get the charging order protection in the LLC? If I lose the lawsuit, will the conversion to an LLC be considered a fraudulent conveyance? Thanks in advance for your response.
Great question. Not sure how the court might view this move. If you can justify the conversion for other business reasons then it will be difficult to make the argument you changed the business form to protect the business interest from your personal creditors. One way to look at it is - if you do it what do you have to lose, i.e., if you don't your shares could be at risk however if you do, you may have some protection.
Hi Clint, if I'm just starting in property flipping and working with a hard money lender once I have made the money I need to work with your firm and pay the full membership cost will I be able to still use these strategies with your company?
Yes, absolutely
Does charging order protection applies to checking bank account for Wyoming luv
Yes. It applies to all assets held in the name of the LLC
Real Estate Asset Protection YOU ARE THE ....MAN!
What if you have high limit of Personal High limit of umbrella insurance?
Great. I think you need both. The idea behind great asset protection is to get the plaintiff to take the insurance and not the property.
In this structure, what should my Wyoming LLC do for ots taxes? Should it be taxes as a flow through entity? And at the end of the year can I leave the money in there if its a flow through entity and doesn't pay taxes? And can I make an owner of Wyoming LLC a trust? And myself, as wall as my children a beneficiary of that trust where I can access it anytime and when I die, my children the only beneficiariea?
Lots to unpack. You should contact my office and set up a strategy session to make sure you are setting it up right. If you would like a FREE 30-minute consultation, you can request one here
- aba.link/30minSession
What about Tennessee? That's where I registered my llc
See my response to CWKent. Tennessee is the same.
Can an LLC owns a S or C corporation? If so, why it can? and if not, why it cannot?
I asked the same thing
Excellent information. Thank you!
Is it the same if I do a multimember with my husband instead of single member? I live in Utah but my LLC will be in PR.
Yes but the charging order protections depend on the state where the LLC is registered.
He knows what he’s talking about. I think I need their services. 🤔
Just get a General Liability insurance policy.
Clint, I went looking for the HB 1549 in INDIANA and I could not find it on the House Floor, do you have any more information on this Bill?
You guys are great. I live in Louisiana and I read other’s question about registering their WY, NV, DE llc in their home state to do business and you all said they didn’t have to but they need to pay the franchise tax. Does that hold true here in Louisiana too?
I do not know the circumstances under which the tax would be imposed on an out of state entity. This question is more involved and requires more information. Sign up for a strategy session to discuss.
@@ClintCoons Thank you, will do!
What if you have three LLC's that show "you" down there as a "member" and not a "manager" owned LLC?
How you set up your LLC will not impact the charging order protections.
What about New York?
New York does not state the charging order is the sole and exclusive remedy but it also does not allow for foreclosure.
Can I connect my llc to my job changing my entity to recieve funds to a direct deposit of my entities bank? If you can help me with this I will br in need of services
Hello Sir, If wyoming LLC says this, do i still need to distribute funds annually if creditors sue me?--> DISTRIBUTIONS. The Members may determine and distribute
available funds annually or more frequently as the Members see fit.
“Available funds” refers to the net cash of the Company available after
expenses and liabilities, as determined by the Managers. Upon
liquidation of the Company or of a Member's interest, distributions
must be made according to the positive capital or pursuant to Treasury
Regulation 1.704-l(b)(2)(ii)(b)(2). To the extent a Member has a
negative capital account balance, there must be a qualified income
offset, as set forth in Treasury Regulation 1.704-l(b)(2)(ii)(d).
Great question. This is why an operating agreement is so important. Many operating agreements require distributions and this defeats the benefit of a charging order because you must distribute money to your creditors. A properly drafted operating agreement should make distributions discretionary and not mandatory so you can avoid making distributions to creditors.
How do you best control the "holding" LLC without your name on it (owning it), a foreign corp as in an offshore corp?
Not sure on offshore but with a WY LLC the operating agreement will spell out who is in control. Banks will ask to see a copy of the operating agreement and resolutions to verify control.
Clint, If the WY is holding the CA LLC then doesn’t it have to register in CA and pay the $800 to FTB and lose the charging order protection ? It’s kinda defeating the charge order protection purposes?
Any thoughts?
It does not need to register with the CA secretary of state but it may have to register with the CA FTB and pay the $800 annual shake down fee. Using certain types of trusts to hold your LLC can avoid this fee.
Do I lose charge order protection if register with CAFTB ?
Secondly, will they make me pay 800/yr for those years that I didn’t register or only from there on ?
Does Texas LLC's provide Charging order protection
It does
How are you suppose to eat or survive if you can't take distributions from your llc????
Take a loan or pay a management fee. Also consider the alternative - would you prefer to have an LLC with assets or no assets. Creditors know the difficulty of dealing with LLCs and the use of a strong structure will make them want to settle for your policy limits.
@@ClintCoons ok but how are you going to pay the loan back with what money or somehow just don't pay back at all I guess
@@armobyzantine5881 Pay interest only until the creditor drops.
God, Clint is great.
Thanks
What about Virginia being a weak, strong or anonymity for llc protection?
Virginia does not offer anonymity. Regarding charging orders, the Virginia LLC Act is silent on on wether a creditor can foreclose on a member's interest. In 2004 when the charging order provisions of the Virginia LLC Act were first enacted the act specifically authorized foreclosure of a charging order. In 2006, the Virginia LLC Act was amended to delete all references to foreclosure. The amendment also provided the charging order is the exclusive remedy by which a judgment creditor may satisfy a judgment out of a member’s transferable interest. Thus, the act is silent on foreclosure but uses the term exclusive. Does this mean that a court may not order a foreclosure? I would suggest yes because of the removal of the foreclosure language in the 2006 amendment. Thus, I would consider Virginia to be a relative strong charging order state.
@@ClintCoons Thank You
where's the list of bad states to register a LLC? and the good states to register an LLC?
Check out this video: th-cam.com/video/kXJghMUOd0M/w-d-xo.html
Where is the states that have good llcs andtge bad. Don't see either.
See this video. th-cam.com/video/kXJghMUOd0M/w-d-xo.html
I live in california and have props in california. Am I member or manager in the holding company? If yesI have to register the holding company in california as per FTB website. does this not then defeat the purpose. Thx
No you do not register with the state just with the FTB.
Thanks Clint. If I register with FTB then I lose the anonymity right? I will need to pay the $800 fees and they will come to know of all the other WY LLC that hold props a well as they will want to know all the holdings this LLC has. Am I missing something here?
@@jasnew No you do not lose anonymity if registering with FTB only the state.
What about New York? I cant find it on the list
Yes that is because it does not fall squarely into either category. It does not state that the charging order is the "Exclusive remedy".
what about Wisconsin, nobody on the internet talks about Wisconsin, what is the big secret?
Child support creates a Judgement that last 18 years, they come back any time and ask to see what you own
I am interested in the State of Alabama Charging Orders. Can you please let me know? Thank you.
Yes very strong see 10A-5A-.503 law.justia.com/codes/alabama/2019/title-10a/chapter-5a/article-5/section-10a-5a-5-03/
I have many questions
If you would like a FREE 30-minute consultation, you can request one here
- aba.link/30minSession
Clint what about Louisiana
Ray Ragsdale I would like to know as well. Did you ever find out?
If I form a Nevada LLC for the purposes of having it own a CA LLC that will own properties in CA. How would I be able to open a bank account In Nevada if I live in CA?
You will need to use your local CA address to open the NV account in CA otherwise you will need to travel to Nevada and open the account. I would use WY over NV for your holding LLC. It is easier to obtain anonymity with a WY LLC.
Very helpful info
Glad it was helpful!
Does New Mexico offer Charging Order Protection?
It is no the best because the statute does not state the charging order is the exclusive remedy see law.justia.com/codes/new-mexico/2017/chapter-53/article-19/section-53-19-35/
what about Tennessee
I have an LLC in Ga and I am buying tax liens in Indiana . What should I do ?
You can buy them in your GA LLC but if you obtain a property then you should look at setting up an Indiana LLC. BTW are you working with Chantelle?
Real Estate Asset Protection I am not working with her at the time. Indiana was listed as one of the bad ones to set up. That’s why I opted out of not setting one up.
Do Arizona LLC's provide Charging order protection?
yes
Great Video, thanks!
Where does NY stand in asset protection?
Unsure because the statute does not make the "Charging Order" the exclusive remedy. "...the court may charge the membership interest of the member with payment of the unsatisfied amount of the judgment with interest" . You can see how this has left open the possibility of foreclosure.
What if I don't see my state at all?
Then it is ok just not great.
so create WY 1st? !
Yes
So, how can you take your money out? I collect rent and have to put it in the bank right? My name is in the bank account. Wouldn't the attorney can find out who i am?
I assume you are referring to an attorney obtaining a garnishment on your personal account. First, the LLC will collect the rent not you. Second you would open a new checking account (personal) one the attorney does not know about. Third- you would take loans from the LLC and not distributions. The loans could be secured against your residence to provide even more protection. Check out my video on friendly liens.
what about washington, dc?
Not the best. Can foreclose and appoint a receiver.
Great
I know this has nothing to do with what you are talking about, but i love your hair....now that i got that off my chest...back to watcha saying ☺☺☺
HA!
What about Rhode Island? Anybody?
Here is the statue Gen.Laws 1956, § 7-16-37 . The statute does not provide for the charging order being the "sole or exclusive remedy" thus a creditor could possibly take your interest.