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Proper business structure and formation are important to the protection of you and your company. An 有限责任公司 may help you do that.

As your business grows, protecting your assets and your company becomes increasingly important. Forming an 有限责任公司 is one way you can do that.


A 有限责任公司 is defined as a corporate entity whereby the owners (called members) are afforded “limited liability” in most circumstances involving the company. The 有限责任公司 is registered at the state level, and if the 有限责任公司 is properly managed, only the 有限责任公司 itself (and not the owners) are liable for the debts, liabilities, and obligations of the 有限责任公司.

A 有限责任公司 becomes a living entity through the actions of the owners, and business is conducted through the entity. 有限责任公司’s provide liability protection, flexibility, tax advantages and survivability for its owners, among other benefits. Anyone operating a business as a sole proprietorship or partnership, without state registration, would benefit by forming a 有限责任公司.

Why Form an 有限责任公司

有限责任公司’s provide a formal business structure that permits specific ownership levels and responsibilities among the owners, as well as the owners to take advantage of the many important benefits that 有限责任公司’s offer (see below).

Because 有限责任公司’开展业务’s very clear what assets are owned and managed by a 有限责任公司, which greatly simplifies an owner’以后出售业务的能力。

Benefits of an 有限责任公司




A Limited Liability Company can protect the members or owners from personal liabilities resulting from business activities. If the business harms someone or violates some ordinance or statute, it is the 有限责任公司 and not the owners, who bear responsibility.


As your business grows, doing business as a 有限责任公司 adds a level of prestige to your business and gives your customers, vendors and partners the confidence that you know how to run and manage a business.


Of all the corporate entities, a 有限责任公司 is perhaps the least costly to manage and maintain. Making fundamental changes to the management structure simply require a change to the Operating Agreement, versus any formal documentation submitted to the state. Most states do not require franchise fees, and most states do not require regular corporate reports, for 有限责任公司’s.


Once the 有限责任公司 is formed, all you need is an 经营协议。运营协议规定了公司的运营,管理方式以及所有者之间如何处理所有权。可以认为是“合作协议”在成员或所有者之间。




有限责任公司’允许您在不同的,明确定义的级别上结伴。这意味着你可以“silent partners,” “minority owners,” “investors”并且更清楚地表明角色和责任。根据情况和业务需求,相对容易地接纳或删除成员。



有限责任公司’s can be “Member Managed” or “Manager Managed.” Member managed simply means the members all have certain rights and powers, and vote among themselves for important decisions (which can either be unanimous or by majority). Manager managed means the members vote to install a manager, who can either be an outside individual, company or another member, that runs the 有限责任公司 on a day-to-day basis, making day-to-day decisions to run the 有限责任公司. Important decisions are still left to the members to vote among themselves (again, either by unanimous or majority vote).


A 有限责任公司 will survive you, should you become deceased or incapacitated. A business entity, such as a 有限责任公司, is the ONLY way to cost-effectively ensure your business survives to the benefit of your family or estate.


A 有限责任公司 provides tax advantages over a sole proprietorship or partnership, in that the IRS permits more deductions. For example, medical insurance expenses. Consult your tax advisor for more information about the tax advantages associated with a 有限责任公司.

Sole-member 有限责任公司’s are considered “disregarded entities” by the IRS, which means the profit, losses, and expenses flow through your individual Schedule C on the 1040. Multi-member 有限责任公司’可以视为S-Corporation(默认),C-Corporation或合伙企业,具体取决于您告诉IRS的内容。

What You Need to Start an 有限责任公司

Starting an 有限责任公司 is easy with Law 4 Small Business. You just need two things to get started:

  1. 您公司的名称。
  2. 实际的邮寄地址(不是邮政信箱)。

We have made it easy to get started. All you need to do is fill out our easy 有限责任公司 Formation Questionnaire.





Forming your 有限责任公司 with L4SB puts experienced business lawyers on your side. We ensure your business is properly registered in the state of your choosing, and we offer competent, sound legal advice to help you maximize the benefits and potential of your new 有限责任公司.

If you chose L4SB as your registered agent, it means you have licensed attorneys acting as your registered agent, unlike the other guys across the wire. This means your 有限责任公司 benefits from attorney-client privilege, and you can rely on the advice and counsel of competent business lawyers to advise you in all phases and aspects of your business.

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