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Forming and Operating California Limited Liability Companies

Forming and Operating California Limited Liability Companies

Publish in December 2025

The essential practice guide to organizing and operating limited liability companies under California’s LLC Act.

  • Complete coverage of California’s LLC law
  • Expert advice on structuring a California LLC
  • Tax considerations
  • Annotated long-form, short-form, and single-member operating agreements
  • Operating an LLC; operating a foreign LLC in California
  • Issuing and transferring membership interests
  • Conversions and mergers; series LLCs
  • Liquidating and dissolving LLCs
  • Helpful citations and concordance tables linking current and prior law, as well as Delaware law
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Table of Contents

    Table of Contents

  • 1. Overview of California Limited Liability Companies
  • 2. Establishing the Attorney-Client Relationship
  • 3. Choosing the Appropriate Business Entity
  • 3A. Organizational Checklist for a Limited Liability Company
  • 4. Tax Issues in Forming the Limited Liability Company
  • 5. Taxation of LLC Operations
  • 6. Nontax Factors in Structuring the Limited Liability Company
  • 7. Filing Requirements for Forming a Limited Liability Company
  • 7A. Federal Reporting Obligations Under the Corporate Transparency Act
  • 8. Preliminary Considerations in Drafting the Operating Agreement
  • 9. Annotated Long-Form Operating Agreement
  • 10. Annotated Short-Form and Single-Member Operating Agreements
  • 11. Conversions and Mergers
  • 12. Issuing and Transferring Membership Interests
  • 13. Operating a Limited Liability Company
  • 14. Operating a Foreign Limited Liability Company in California
  • 15. Series LLCs
  • 16. Liquidating and Dissolving Limited Liability Companies
  • 17. Concordance Tables
  • 18. Operating Agreement Forms Without Annotations

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