Limited Liability Company / Limited Liability Partnership

Limited Liability Companies (LLC’s) and Limited Liability Partnerships (LLP’s) offer many of the benefits of corporations while at the same time providing significant flexibility for owners to grow their businesses.  In many cases, real estate owners, small family businesses and developers will hold property in LLC’s – while these entities are not, strictly speaking, corporations, they do offer a shield from most types of personal responsibility.  LLP’s are partnerships, usually formed by groups of professionals, that protect the partners from most personal liability for the acts of the partnership (except those acts that are negligent or wrongful).  Unlike most corporations, LLP’s and LLC’s are flexible when it comes to taxation because the profits of the partnership or LLC flow through the entity to the actual partners or members.  At Brown & Brown, PC, we can help you decide whether a LLC or LLP is right for you, and, once you have made your decision, we can establish the business entity of your choosing and develop an operating or partnership agreement that will protect and benefit all of the members or partners.

An LLC or LLP must be registered with the state in order to be legally allowed to conduct business in Massachusetts.  Depending on the type of entity, registration involves filing a form produced by the Commonwealth or filing a brief statement of partnership.  In either case, these documents provide essential information about your business, and should be created by professionals, like the attorneys at Brown & Brown, who have experience working with business entities.

Once an LLC or LLP has been created, the members or partners have to develop a membership or partnership agreement that lays out detailed procedures for governance, succession planning, and the proper way to add or remove members and partners.  The process of developing the membership or partnership agreement usually requires coordination between the various parties involved with the company and a good deal of back and forth discussion about the terms of the agreement.  At Brown & Brown we will help your new company develop these important documents and make sure that you have a solid basis for managing your entity.

Each LLC or LLP is required to file an annual report with the Secretary of State’s office shortly after the end of the year.  We are happy to assist with the filing, to ensure that your organization’s reporting remains current.