ALASKALLC.US/AGED SHELF CORPORATIONS AND SHELF LLC'S
|SHELF CORPORATIONS TO BUILD CORPORATE CREDIT . AGED CORPORATIONS . BUILD CORPORATE CREDIT . LLC CHARGING ORDER PROTECTION . SHELF COMPANIES FOR SPEED AND INSTANT CREDIBILITY|
|>> LLC CHARGING ORDER PROTECTION PRESENTATION . PROTECT YOURSELF NOW <<|
|A CREDITOR CANNOT FORECLOSE AGAINST YOUR MEMBER INTEREST IN AN ALASKA LLC|
PRIMERA GROUP, INC.
17th Street, #25, Cheyenne WY 82001
PRIMERA GROUP, INC.
109 East 17th Street, #25, Cheyenne WY 82001
We don't provide legal advice or tax advice. Please see a qualified tax advisor or an attorney.
Seven year old shelf corporation for $1295-1595
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>> ALASKA LLC PRESENTATION <<
WHY THE LLC CHARGING ORDER PROTECTION?
When is the charging order protection better than private control?
The charging order protection offers the following advantages when one or more conditions exist:
1. You're building corporate credit and this makes real privacy impossible.
2. Financing is necessary and this prevents private control of company assets. Remember that reporting unto credit files associates you and the enterprise. Regardless of what some "consultants" may tell you, it's not possible to maintain complete privacy when you're applying for corporate credit, or when obtaining financing.
3. There are partners involved in the enterprise.
4. The charging order protection is effective against for-profit entities, litigators and others who pay taxes.
HOW DOES THIS STRATEGY WORK?
ASSET PROTECTION PRESENTATION: LEARNING THE BASICS
A PROMISE TO PAY = PROTECTION
A promise of a member to contribute property to the LLC is enforceable. It's an enforceable promise if in writing and signed by the member. This can provide an advantage when facing a lack of planning and assets that are immediately exposed. The Alaska LLC can serve as a friendly creditor. Furthermore, you have an option to pay the creditor of your choice, as long as one of the creditors is NOT the IRS. Once the Alaska LLC files liens against your assets, it is the creditor of first priority. You shifted the value of the assets to the LLC in exchange for an interest in the LLC.
Sleeper/Lazy Asset Protection: Form the Alaska LLC and sign the promissory note indenting yourself to the company. Make certain that the promissory note is notarized. If sued, simply allow the Alaska LLC to file the lien against your assets to perfect the debt. The LLC then shows up on public record as a creditor. A hostile creditor, seeking to collect on a judgment, will have difficulty contesting the lien for the following reasons:
Example: You commit, in writing, to contribute assets to the LLC. The LLC has a right to enforce the contribution, even if you’re facing litigation in an unrelated matter. A promissory note indenting yourself to the LLC is a contribution to the LLC in exchange for the member interest. And the LLC has a right to enforce that contribution to make certain that you follow through. This means the Alaska LLC serves as a "friendly creditor."
Sec. 10.50.280. Liability for contributions.
(a) Notwithstanding AS 09.25.010 - 09.25.020, a promise by a member of a limited liability company to contribute property or services to the company is not enforceable unless the promise is stated in a writing signed by the member.
(b) Unless otherwise provided in an operating agreement of the company, a member of a limited liability company is liable for performing an enforceable promise made to the company to contribute property or services, even if the member is unable to perform because of death, disability, or another reason.
Sec. 10.50.285. Compromise of contribution obligation.
Unless otherwise provided in an operating agreement of the company, the obligation of a member to make a contribution to a limited liability company may not be compromised, unless all of the other members consent to the compromise.
RECEIVING DISTRIBUTIONS WHEN THE A CHARGING ORDER IS PLACED AGAINST YOUR INTEREST IN THE LLC
It's possible to receive distributions from the LLC even when a creditor has a charging order against your interest. Although these "prohibited distributions" are possible, you end up owing the LLC for the funds released.
Let's say creditor Joe has a charging order against my LLC interest (I am the debtor), and I obtain a "prohibited" distribution from the LLC...I am now a debtor to the LLC. Now the LLC is a creditor friendly creditor and I am on record, with the company, of having to pay back the LLC. The LLC is a friendly creditor but a creditor nonetheless. Hostile creditor Joe may need to wait.
These "prohibited" distributions are only "prohibited" as far as the LLC is concerned. And the LLC can file suit against you, and file liens against assets in the attempt to take back the "prohibited" distribution.
Therefore, the LLC may need to sue you to recover the distribution that you shouldn't have received. If the prohibited distribution was for an understandable purpose, such as to meet important familial or business obligations, there is an understanding that may be made. Perhaps you may sign a promissory note, or confession of judgment, so a lawsuit is not required.
Please ask your tax advisor on how the Alaska LLC should hold these attributes to maximize the protection under IRS Revenue Ruling 77-137:
APPLICATIONSAsk your tax advisor/attorney on how to protect the following assets:
DISADVANTAGES TO THE ALASKA LLC
Alaska LLC's must file a report every two years whereas the manager and the members are reported to the State of Alaska. The managers and the members are disclosed on public record. Keep in mind that corporations, and other entities, can be members.
OVERCOME THE DISADVANTAGES
Since the members are published on public record, there are two ways to deal with this problem:
1. Make members another LLC or Corporation. Place a nominee as the manager of the member entities, OR
2. Members (companies) assign the member interest to you.
Always structure your plan to work in the absence of privacy.
Wyoming LLC or Alaska LLC?
Wyoming offers the best balance between doing business and asset protection.
Alaska is best for holding and protecting assets.
Nevada LLC or Alaska LLC?
Alaska is the only state where your interest in the LLC may not be foreclosed.
Delaware LLC or Alaska LLC?
Delaware is best for an initial public offering. It's for big business.
Alaska is the best pro-debtor state.
What about the Alaska income tax?
In order to obtain the charging order protection, the LLC must be taxed as a partnership, there must be at least two members and the LLC must be manager-managed. This means the LLC is a disregarded entity, tax-wise, and the taxable earnings (and deductions) flow through to you and other members. The income and deductions show up on your own tax return as a K1. There should be no tax payable to Alaska when the entity is a disregarded entity for tax purposes. Please ask your tax advisor. There's no tax advantage to obtaining an Alaska LLC for asset protection.
THIS IS NOT LEGAL ADVICE. PLEASE SEE A QUALIFIED TAX ADVISOR BEFORE ENGAGING IN ANY ASSET PROTECTION, BUSINESS PLANNING OR ESTATE PLANNING.
LIMITING LIABILITY = ASSET PROTECTION.
Alaska LLC within 24 hours
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FACT: ALASKA offers an LLC where the member's interest cannot be foreclosed. Alaska Sec. 10.50.380 (Rights of Creditors)
FACT:The Alaska LLC serves as a friendly creditor. Sign a promissory note indenting assets to the LLC. Now the LLC has a right to enforce your contribution to the LLC.
FACT:REVENUE RULING 77-137 makes the IRS your friend. The IRS makes your creditor liable for taxes after the creditor obtains a charging order against your interest in the LLC. This is like a "wage attachment" of sorts against your LLC interest. The creditor doesn't want to pay taxes on a "paycheck" it hasn't received.
Creditor realizes it can't foreclose against your interest in the LLC and assets cannot be forced out. He's forced to wait, and wait, and pay taxes during this time. This encourages him to go back to the negotiation table and work out a settlement, after he's won the lawsuit, after he obtained the charging order...he wants this to go away.