Who Can Be a Member of an LLC?
By now, most people know that Delaware is recognized around the globe as the best place to incorporate your company, and that the Delaware LLC is among the most popular business structures, with unmatched flexibility, asset protection, and low maintenance costs.
We work with clients from across the U.S. and all over the world who choose Delaware as the place to form their LLC. Roughly 16% of our business now comes from clients outside the United States.
However, when forming a Delaware LLC, there is occasionally some confusion surrounding who can be an LLC member. Luckily, most individuals and businesses can be an LLC member.
Delaware LLC Membership
Anyone can be a member of a Delaware LLC or corporation. Generally, the members of an LLC are individuals, but it doesn’t stop there. Many people opt to set up the Delaware LLC with another company as the member. This can be a corporation, LP, or even another Delaware LLC.
Often, business owners set the LLC up with an LLC as the member, and additional persons as members. Any mix is permissible. If for any reason the members of the LLC change in the future, not to worry, this is all handled internally with the LLC Operating Agreement.
Traditionally, Delaware LLCs are filed without listing the name and address of the member(s) for public record, since it’s not required when filing the Certificate of Formation in the state of Delaware.
This means that if your business is a adding a member to the LLC, removing a member, or changing the ownership structure, the changes to LLC membership should be addressed within the LLC Operating Agreement.
In Delaware, there is no limit to the number of members in an LLC. You can technically add a member to an LLC at any time, but keep in mind that you'll want need to update the Operating Agreement at the same time.
If you have any questions about membership or forming your Delaware LLC, please call, email, Skype, or live chat from our website during working hours. We’re always here to help!
*Disclaimer*: Harvard Business Services, Inc. is neither a law firm nor an accounting firm and, even in cases where the author is an attorney, or a tax professional, nothing in this article constitutes legal or tax advice. This article provides general commentary on, and analysis of, the subject addressed. We strongly advise that you consult an attorney or tax professional to receive legal or tax guidance tailored to your specific circumstances. Any action taken or not taken based on this article is at your own risk. If an article cites or provides a link to third-party sources or websites, Harvard Business Services, Inc. is not responsible for and makes no representations regarding such source’s content or accuracy. Opinions expressed in this article do not necessarily reflect those of Harvard Business Services, Inc.
There are 7 comments left for Who Can Be a Member of an LLC?
Jatish a shah said: Monday, June 29, 2020I am a majority shareholder of a UK limited Company and wanted to know if such a Company could have a partial ownership of a Delaware LLC.
HBS Staff replied: Tuesday, June 30, 2020Yes, any individual or business entity in the world, with the exception of certain restricted countries, is eligible to be a member of Delaware LLC.
Arnaldo Rodriguez said: Tuesday, May 7, 2019Me and my partner want to create company, we believe the best that can define us is a LLC. But here is the issue from the two of us, my partner is the only who can put a collateral for the finance. I will like to be part as equal with eventually adding capital once the business grow. Here is the question How we can define the LLC including the two of us by been eventually equals in power and shares?
HBS Staff replied: Tuesday, May 7, 2019Arnaldo, a Delaware LLC allows you to define ownership and responsbilities among members any way you'd like, regardless of investment or collateral.
The ownership, operations and management of the LLC are governed by a written Operating Agreement among its owners that is not required to be publicly filed or disclosed to the Delaware Division of Corporations. As a result, an LLC allows the ability to create a customized management structure, which prescribes the relationship among owners.
Rich Borowy said: Monday, July 23, 2018Does a member investor an accredited investor? Is this also true for series llc? Thanks
HBS Staff replied: Tuesday, July 24, 2018When it comes to investors in your company, we recommend you call an attorney or an accountant for the best information and asssistance.
Paul Gagne said: Thursday, June 14, 2018Can you issue non participating units in a Delaware LLC? We are considering receiving an investment and issuing such non-participating units in the LLC and buying them back over time. Can this be done? If yes, does the new LLC simply issue a unit on its new letterhead or is there a more formal procedure?
HBS Staff replied: Monday, June 18, 2018All of that should be detailed in your LLC Operating Agreement. Neither your Registered Agent nor the state of Delaware would need to know about a change such as that.
The ownership, operations and management of the LLC are governed by a written Operating Agreement among its owners that is not required to be publicly filed or disclosed to the Delaware Division of Corporations. As a result, an LLC allows the ability to create a customized management structure, which prescribes the relationship among owners.
carlos urena said: Wednesday, May 9, 2018i am looking to form an llc. i was wondering if i need to form an llc in my state or can i form one in delware. i need an llc for my social media company. then ill buy domain. but also. does an llc work for a roofing company.
HBS Staff replied: Wednesday, May 9, 2018You can call our office from 9-5 EST at 1-800-345-2677 or Live Chat from our homepage and we will be happy to answer your specific questions.
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