BUSINESS SUCCESSION

  • Consider the potential pros and cons of various business entity types

    Choice of Entity

    LLC vs. Partnership vs. Corp., etc.

    Who are the owners?

    Tax consequences

  • Regardless of your entity type, you will need appropriate governing documents, like operating agreements

    Controlling Documents

    Operating vs. Partnership Agreement

    Profit Sharing Agreements

    Buy-Sell Agreements

  • Succession planning requires proactive thinking - what will happen to your company if you are not around

    Succession Plan

    Transfer rules upon incapacity, death, sale, etc.

    Succession of ownership and management

    How transfers are to be funded, i.e., life insurance

You’re a California business owner. Or you’re an aspiring California business owner. Or perhaps a retiring business owner. In any case, you’ve worked hard and you care about what you’ve built, what happens to it if you become incapacitated and at your death, and your family. For you, your business is a large part of your legacy. 

Is it protected, though? Is it protected as it ought to be, or the way you expect it to be? Is it to be transferred to a particular individual after your passing? Who will the manager(s) be? Will the managers or partners (or other key players) get along and add value to the company or bicker and risk a decline in its value and of your legacy? What will the tax consequences of the “handoff” be? What if there’s a lawsuit by . . . a renter . . . or a creditor . . . or . . . your business partner(s) or family member(s)?

What is the best tax design/arrangement now, and when your ownership interest and/or voice and vote are transferred, based on your current and anticipated tax and other objectives? LLC? LLP? Have the necessary forms been filed with the IRS? If you have a trust now, does it provide your trustee the necessary authority to manage a professional business (i.e., medical practice)? 

Has an owner already passed away? Was a 754 election or other crucial tax election filed with the IRS on time? What is the “basis” picture of the business property? Does the trust qualify as a Qualified Subchapter S Trust (QSST) or Electing Small Business Trust (ESBT)? Is Section 1202 Qualified Small Business Stock involved?

From drafting and implementing operating and partnership agreements, loan and lease agreements, and buyout agreements, to reviewing equity profits agreements and retirement plans, to working with your CPA to identify the best ownership form and tax design, Camarillo and Ventura business planning attorney Ryan J. Casson is available to work with you to form, maintain, and pass on your business interests.

It’s Never Too Soon to Begin Discussing Potential Options. Life Happens! Don’t Let the State or the IRS Build Your Legacy for You!

Even if you think you have an estate plan in place, changed circumstances or laws may require updates to better align with your goals and objectives. Ryan can review your current operating or partnership agreement and, if necessary, counsel you on potential updates.

Schedule a meeting with Camarillo business planning attorney Ryan J. Casson to form, maintain, and transition your business entity according to your purpose and desire.

“All California business owners need to think about what they want to happen if they become incapacitated or die.

  • Maybe! This could be accomplished via a simple assignment. But many things are not as simple as we think. Transferring California LLC membership interests or the shares you own in your corporation may have tax consequences, and it is crucial that you meet with a California business succession attorney or California tax attorney first. The Law Office of Ryan J. Casson can discuss this with you.

  • Nine times out of ten, no, an S Corporation should not own any real estate. Some Californians create an LLC but, for whatever reason, make an inadvertent or ill advised “S election” later, not realizing the potential tax consequences. Whenever real estate is involved, you need to obtain legal advice from a competent California business succession and tax attorney.

  • Of course you can. But should you gift to your children your California LLC, corporation, or other business? The Law Office of Ryan J. Casson can help you think through the how, when, and why.

  • Yes. If you own an interest in an LLC, corporation, or other entity, it is very probable that you are subject to, and must remain in compliance with, the CTA. If your California LLC owns your California rental property, you need to consult with an attorney regarding CTA compliance.

  • Yes. According to the IRS, in community property states like California, an entity whose single member is married can remain a “pass through” entity for federal income tax purposes. However, to avoid inadvertent partnership status, you should seek the advice of a California tax attorney and CPA first.