4 ms·

>Are you contrasting an LLC versus a C Corp, or a Delaware LLC with a California LLC? A Delaware C corp vs. a California LLC

JumpCrisscross 9y ago
See http://www.calstartuplawfirm.com/business-lawyer-blog/california-vs-delaware-incorporation.php http://www.calstartuplawfirm.com/business-lawyer-blog/califo.... TL; DR If you’re raising outside financing, Delaware. Otherwise, California is probably fine. (Assuming you have a nexus in California.) Disclaimer: I am not a lawyer. This is not legal advice. Don’t make these decisions without a lawyer.
- deleted 9y ago
  [deleted]
- pandasun 9y ago
  What about a California C Corp LLC in Delaware?
  - JumpCrisscross 9y ago
    > California C Corp LLC in Delaware I don’t understand. “C Corp LLC” doesn’t make sense; you can’t be both.
    - zrail 9y ago
      Sure can. An LLC can elect to be treated as a C corporation for tax purposes with a very simple IRS form.
      - JumpCrisscross 9y ago
        > An LLC can elect to be treated as a C corporation for tax purposes Still an LLC. We’re talking about entity formation and comparing jurisdictions; being legally precise becomes important in this context. Disclaimer: I am not a lawyer. This is not legal advice.
        gamblor956 9y ago
        Still an LLC. We’re talking about entity formation and comparing jurisdictions; being legally precise becomes important in this context. Right. It's still an LLC, for specific state legal purposes. And it's generally a C-corporation for tax purposes, federal and international law.
        JumpCrisscross 9y ago
        > it's generally a C-corporation for tax purposes, federal and international law A single-member LLC electing to be taxed as a corporation will still be sued as an LLC (i.e. it can be pierced more like an LLC and less like a corporation), dissolved and maintained as an LLC and enter into contracts, open bank and brokerage accounts as an LLC, and have the same difficulties raising outside capital as an LLC. Disclaimer: I am not a lawyer. This is not legal advice.

JumpCrisscross 9y ago

See http://www.calstartuplawfirm.com/business-lawyer-blog/california-vs-delaware-incorporation.php http://www.calstartuplawfirm.com/business-lawyer-blog/califo.... TL; DR If you’re raising outside financing, Delaware. Otherwise, California is probably fine. (Assuming you have a nexus in California.) Disclaimer: I am not a lawyer. This is not legal advice. Don’t make these decisions without a lawyer.

deleted 9y ago
[deleted]
pandasun 9y ago
What about a California C Corp LLC in Delaware?
- JumpCrisscross 9y ago
  > California C Corp LLC in Delaware I don’t understand. “C Corp LLC” doesn’t make sense; you can’t be both.
  - zrail 9y ago
    Sure can. An LLC can elect to be treated as a C corporation for tax purposes with a very simple IRS form.
    - JumpCrisscross 9y ago
      > An LLC can elect to be treated as a C corporation for tax purposes Still an LLC. We’re talking about entity formation and comparing jurisdictions; being legally precise becomes important in this context. Disclaimer: I am not a lawyer. This is not legal advice.
      - gamblor956 9y ago
        Still an LLC. We’re talking about entity formation and comparing jurisdictions; being legally precise becomes important in this context. Right. It's still an LLC, for specific state legal purposes. And it's generally a C-corporation for tax purposes, federal and international law.
        JumpCrisscross 9y ago
        > it's generally a C-corporation for tax purposes, federal and international law A single-member LLC electing to be taxed as a corporation will still be sued as an LLC (i.e. it can be pierced more like an LLC and less like a corporation), dissolved and maintained as an LLC and enter into contracts, open bank and brokerage accounts as an LLC, and have the same difficulties raising outside capital as an LLC. Disclaimer: I am not a lawyer. This is not legal advice.