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Should we keep our LLC duration as perpetual?

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My husband and I have a small LLC and we're going over our operating agreement & making some amendments. We have the duration listed as perpetual in our state application (WA). Should we keep it as perpetual or is this something we'd want to change in the future? We basically intend to keep it going for an indefinite time period, and I'd prefer not to change things unless it is necessary. Also, a friend of ours was a member but dropped out a couple years ago, because we weren't making any money. (He has since started his own business) However, we have kept the LLC going. WeDo we need to add clause in the operating agreement providing for the continuance of the LLC in the event of the death or withdrawal of a member?

Attorney Answers

2
Steven Fromm ·
Yes to both questions. The simplest and most used duration is perpetual. If you want to end the LLC you would enter into a liquidation and dissolution of the entity. A members agreement dealing with death, disability, retirement, separation from service is always a great idea for business continuity and perhaps tax reasons. Get with a corporate or tax attorney to have this drafted correctly. Hope this helps. If you like this answer and have a Google account , please hit the +1 sign above. It takes just a second to do this and it would be most appreciated and would help others. Thanks. Mr. Fromm is licensed to practice law throughout the state of PA with offices in Philadelphia and Montgomery counties. He is authorized to handle IRS matters throughout the United States. His phone number is 215-735-2336 or his email address is [email protected] , his website is www.sjfpc.com. and his blog is
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John Ladenburg ·
The first answer is correct and is good advice. I would suggest keeping it perpetual since there is no real harm in doing so. Also, good management of any company would call for agreements on death or withdrawal along with a good succession plan.
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