jon wrote:"safe" from distributions and ownership %s varying by organization type. One said in LLC articles does not say distributions must be in any ratio. LLC articles do have differences to S/C Corps....
jon wrote:Call an attorney - I think the answer is LLC articles do not apply to an S or C Corp. activity and some are in contradiction. If that is not true then you are completely correct and do not worry about it.
The proposed and final regulations provide that a corporation is treated as having only one class of stock if all outstanding snares of stock of the corporation confer identical rights to distribution and liquidation proceeds and if the corporation has not issued any instrument or obligation, or entered into any arrangement, that is treated as a second class of stock. Under the proposed and final regulations, the determination of whether all outstanding shares of stock confer identical rights to distribution and liquidation proceeds is based on the corporate charter, articles of incorporation, bylaws, applicable state law, and any binding agreements relating to distribution or liquidation proceeds (collectively, the governing provisions). The proposed and final regulations also provide that although a corporation is not treated as having more than one class of stock so long as the governing provisions provide for identical distribution and liquidation rights, any distributions (including actual, constructive, or deemed distributions) that differ in timing or amount are to be given appropriate tax effect in accordance with the facts and circumstances.
JR1 wrote:Huh? Noobie, is there some case on that? Sounds kinda weird...if you're suggesting that an electing LLC can have disproportionate distributions. Surely not.
Users browsing this forum: Google [Bot], Google Adsense [Bot], JoJoCPA and 76 guests