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View Full Version : LLC just formed: Not Piercing the Veil!



Sheila22
10-02-2015, 07:11 PM
I buy and sell merchandise online and buyers make their checks out to me, personally.

Because I sell every single day of the year, I receive these checks every single day of the year.

Today, I formed an LLC (effective formation date = today!).

Of course, I notified all my buyers to begin making their checks out to my LLC name. However, before I became an LLC today, my buyers wrote their checks out to me personally, and those checks are in the mail as we speak.

What am I supposed to do with all those checks which are made out to me personally, that will be arriving here in the mail over the next couple weeks?

I know there is probably some special procedure to follow so that my "Veil" is not Pierced -- I'm sure I cannot simply deposit them into my LLC Bank Account, because that would be toooo easy! haha. So, legally, what is the best thing to do with those checks? If I were to take a totally uneducated guess, I think I should make a note in my LLC Master Operating Agreement that I'm funding my LLC with those exact checks! And then as they arrive, save them all up in a box, and then in one big lump sum (probably around 4 thousand dollars), dump them into my LLC bank account and then write that "action" down in my "Official LLC Minutes Planner."

What do you all think?

Business Attorney
10-02-2015, 08:22 PM
Are the buyers paying for merchandise in advance or are they paying for goods you already shipped?

Sheila22
10-02-2015, 09:56 PM
Are the buyers paying for merchandise in advance or are they paying for goods you already shipped?Hello! The buyers are paying for merchandise I *already* shipped to them.

I shipped merchandise to them under my own "individual" name BEFORE i even decided to become an LLC. They have received the merchandise and have already issued payments -- I receive *several* checks in the mail every day.

So, again, for the next couple weeks, I'm going to receive a few dozen checks (probably totalling around $4,000.00), from *several* different buyers, written to my own "individual" name.

I'm planning on saving up all those checks in a shoebox, until I receive the last final check.

I just need to know what is the "proper" "legal" thing to do so that at NO point in the future can some attorney ever try to "make out" like I was "mixing" / co-mingling money. That is why I kind-of "made up" a "pseudo-answer" to my question, because I might be pretty close to correct (or, alas, I may be totally totally wrong :-) to write up a paragraph in my Initial Operating Agreement saying something like "I hereby fund my LLC with a $20,000.00 direct deposit from my individual checking account, as well as approximately $5,000.00 in funds from Accounts Receivable slowly arriving in the mail over time."

Anyway, I sure appreciate some specific things to do. I'm a real "paint-by-the-number" person, so if I'm given a specific set of instructions, I'm good at following them :)

turboguy
10-03-2015, 09:52 AM
Check with your bank but I am pretty sure you can endorse the back of the check with: Make payable to MyBusiness.LLC and then deposit it in the LLC account.

Business Attorney
10-04-2015, 07:26 PM
You would probably be OK doing what you suggested, but why not simply erase all doubt and put the checks from your pre-LLC business in your own account and simply transfer money to your LLC? Your capital contribution to the LLC doesn't need to be made all at once. You can always contribute additional capital as it is needed (or available).

Vengile IT
10-04-2015, 08:46 PM
Just get a DBA for your name

$13.00 in the state of Michigan at the county clerks office.

It's fine if they pay you personally because you can get a EIN from the IRS based on your personal name.

You need to get the DBA which stands for "Doing Business As" and once you do that go to here Apply for an Employer Identification Number (EIN) Online (http://www.irs.gov/Businesses/Small-Businesses-&-Self-Employed/Apply-for-an-Employer-Identification-Number-(EIN)-Online)

You can use that number to open a bank account with out even getting into your personal life.

In other words this is exactly what you should do!