Limited Liability Company

 

With the passing of The Missouri Limited Liability Company Act, entrepreneurship in Missouri has become a simpler and lower risk venture. This noteworthy legislation can be found in Section 347 of the Missouri business statutes and has eased the way for small business development across the state.

Missouri lawmakers passed this Act in 1993. Since then, many choose an LLC in Missouri for operating their business. This is because the limited liability company was designed for small business.

REGULATING BODY FOR MISSOURI LIMITED LIABILITY COMPANIES

The Secretary of State, located in Jefferson City, Missouri, is the primary state agency that processes LLC Missouri formations and regulates legal entities in the state.

LLCS ALLOWED UNDER MISSOURI LAWS

Types of LLCs allowed by the Missouri Limited Liability Act of 1993 include professional, domestic and foreign limited liability companies. The Act also provides for the perpetual life of a business under section 347.039.

Many attorneys assert that section 347.035 of the Missouri laws governing business makes it impossible to form a non-profit LLC within the state. Although the Act does not specifically address non-profits, the law states that a limited liability company must be formed for a lawful business purpose, which by nature is typically divergent from nonprofit purposes.

IMPORTANT MISSOURI LLC LAW PROVISIONS

Missouri law requires that all LLCs have an operating agreement, which is generally not required by other states. One important way the operating agreement comes into play is the admission of a member to an LLC in Missouri, which is governed under Section 247.113 and requires inclusion in the operating agreement.

This requirement is effective for reducing changes in regards to later misunderstandings or disputes.

Section 247.065 of the Missouri Act covers management matters and states that every Missouri LLC is member managed as a default structure. A company can change this to a manager managed structure if desired.

MISSOURI STATE TAXATION

State tax issues are managed by the Missouri Department of Revenue, located in Jefferson City, Missouri. Missouri state tax laws require that LLC owners pay taxes to the state of Missouri is they are a Missouri resident, or in the case that income resulted from sources within the state of Missouri. As in other states, the LLC business structure most often acts as a pass through where income derived from the LLC is reported on each owner's personal tax return. Federal tax laws, as governed by the Internal Revenue Code, affect all businesses whether in the state of Missouri or other states.

FORMING AN LLC IN MISSOURI

The Missouri Limited Liability Act of 1993 includes all necessary requirements for LLC Missouri formation including provisions regarding management, duration, business purpose, registered agent, name rules, effective date and organizers.

It is essential that you properly form your LLC in stringent fulfillment of state LLC regulatory requirements as indicated in the Missouri Limited Liability Company Act.

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