Dictionary

Limited liability company (LLC)

“A US business structure, formed under state law, that protects its owners from the company's debts and offers flexible management and tax treatment. A limited liability company (LLC) is not the same as a UK private limited company (Ltd).”

Why limited liability company (LLC) matters to a first-time founder

An LLC can separate business liabilities from an owner’s personal assets while allowing founders to choose member-managed or manager-managed governance. Its federal tax treatment may be pass-through by default or changed by election, but state formation, fees and rules still matter.

Examples of limited liability company (LLC)

Two founders form an LLC in Delaware, contribute cash and sign an operating agreement setting voting and profit allocations. Unless they elect otherwise and subject to their circumstances, a multi-member LLC is generally treated as a partnership for US federal income tax purposes.

Common misunderstanding

An LLC is not a universal entity type and does not guarantee partnership taxation. It is created under US state law, and tax classification can vary with ownership and elections. Limited liability can also be weakened by guarantees, misconduct or failure to respect the entity.

When to use it

Use LLC when the entity is actually organised under a US state’s limited liability company law. Compare the chosen state, tax classification, governance and investor expectations before forming one. Founders outside the US should obtain cross-border advice because their home jurisdiction may classify it differently.