LLC Missouri Steps - Don't Mess These Up or You Risk Liability

Section 347 of the Missouri statutes contains the Missouri Limited Liability Company Act. A landmark law, this act paved a path for Missouri entrepreneurs to make business ownership less risky and less difficult.

The Act was passed by Missouri lawmakers in 1993. Since that time, many entrepreneurs choose a Missouri limited liability company for running their business. They do this because the LLC was made specifically for small businesses.

STATE OFFICE REGULATING MISSOURI LIMITED LIABILITY COMPANIES

The primary state agency for forming LLCs is the Secretary of State, in Jefferson City. This regulatory body handles the rules for all legal entities including an LLC Missouri.

TYPES OF LLCS ALLOWED UNDER THE MISSOURI LLC 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.

The Act does not address non-profit LLCs and many lawyers believe that a non-profit LLC is not possible in Missouri because under Section 347.035, the Missouri laws require that a limited liability company be formed for a lawful business purpose. A business purpose is usually contrary to a nonprofit purpose.

OTHER KEY PROVISIONS FOR THE MISSOURI LLC

The way members are admitted into an LLC Missouri is governed under Section 247.113 of the law. This law states that admission occurs when it has been correctly evidenced in the company's LLC Operating Agreement. The state of Missouri demands that each LLC have an operating agreement, a practice not common to other states.

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

While Section 247.065 of the Act puts forth that the default structure for all LLCs in the state of Missouri is member management, LLCs can be transitioned to manager managed structures as well.

TAXES IN MISSOURI

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.

FORMATION OF A MISSOURI LLC

The Act is clear on what is needed to create an LLC in Missouri. Its provisions include all pertinent issues including registered agent, name rules, management, business purpose, organizers, duration, and effective date.

In order to successfully form and manage a Missouri-based limited liability company, it is essential that entrepreneurs and business owners adhere to the legal requirements provided by the Act.