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When ownership of a LLC changes in Nevada, what has to filed with the state?

When ownership of a LLC changes in Nevada, what has to filed with the state?

Full question:

I transferred ownership of an LLC to a Foundation via a 'Transfer Agreement'. I have a new Annual List and Letter referring to a 'Special Meeting'. What do I need to send to the Sec of State (Nevada) in order to file my Transfer Agreement(other than the updated Annual List)? Thank you.

Category: LLC
Date: 04/07/2025
State: Minnesota

Answer:

It is not clear from your question but I am assuming the Transfer Agreement was done pursuant to provision of the LLC operating agreement. The state of Nevada will not require proof that the membership of a LLC has changed. The state simply requires the LLC to file an annual list of its members and managers.

If the terms of the Transfer Agreement provide for new managers or registered agent, the Articles of Organization would have to amended. The state has a filing procedure for that. Please see the link below.

This content is for informational purposes only and is not legal advice. Legal statutes mentioned reflect the law at the time the content was written and may no longer be current. Always verify the latest version of the law before relying on it.

FAQs

Can an LLC redeem membership interests?

Yes, an LLC can redeem membership interests, but this process must be outlined in the operating agreement or the articles of organization. The redemption typically involves the LLC buying back the membership interests from the member who wishes to exit. It’s important to follow the specific procedures set forth in your LLC's governing documents and comply with state laws regarding such transactions.

How do I change the ownership of an existing business?

To change the ownership of an existing business, you typically need to draft a transfer agreement that outlines the terms of the ownership change. Depending on your business structure, you may need to file specific documents with the state, such as an amended operating agreement or articles of organization. Ensure that all parties involved agree to the terms and that you comply with any state requirements for notifying the Secretary of State.

How to transfer LLC membership interest?

To transfer LLC membership interest, you should first check your LLC's operating agreement for any specific procedures. Generally, the current member must formally agree to the transfer, and a written transfer agreement should be created. After the transfer, update the LLC's records and notify the Secretary of State if required by state law.

How to transfer LLC to another state?

To transfer an LLC to another state, you can either dissolve the LLC in the original state and form a new one in the new state or use a process called 'domestication' if both states allow it. This involves filing the necessary paperwork in both states and may require obtaining a certificate of good standing from the original state. Consult the laws in both states for specific requirements.

How to transfer membership interest in LLC?

Transferring membership interest in an LLC generally requires a written agreement between the transferring member and the new member. The LLC's operating agreement should outline the process, including any necessary approvals from other members. After the transfer, update the LLC's records to reflect the new member and ensure compliance with any state filing requirements.

How do I transfer property from an LLC to a person?

To transfer property from an LLC to a person, the LLC must execute a formal transfer document, such as a deed, that specifies the property being transferred. The transfer should comply with state laws regarding property transfers, including any necessary filings or taxes. It's advisable to consult with a legal professional to ensure all steps are properly followed.