Google Answers Logo
View Question
 
Q: Draft of Purchase Agreement for 90% of an LLC ( No Answer,   1 Comment )
Question  
Subject: Draft of Purchase Agreement for 90% of an LLC
Category: Business and Money > Small Businesses
Asked by: tom12ga-ga
List Price: $35.00
Posted: 29 May 2006 19:47 PDT
Expires: 13 Jun 2006 23:28 PDT
Question ID: 733498
I hope that Richard-GA will tackle this question.

Previously, I have read your posting with regard to one individually
controlled LLC acquiring a second solely-owned LLC.

My question is somewhat different.  When you buy a corporation, there
exists the ability to transfer shares of all or a percentage of the
company's stock as a way to re-allocate ownership in the corporation
you are buying.

How is that done with regard to an LLC.

Here is my rough draft of what I would like to accomplish:

1.	Purchase of Control.  At the closing (the "Closing"), subject to
the satisfaction of all conditions precedent contained in the Purchase
Agreement, the Purchaser will purchase from the Seller, and the Seller
will sell to the Purchaser, Ninety Percent (90%) of the control of the
Company, free and clear of any liens, charges, restrictions or
encumbrances thereon (collectively, the "Control").  The Purchaser may
assign some or all of its rights hereunder prior to the Closing to one
or more of its subsidiaries.  After further review, at the Purchaser's
election, the Acquisition may be modified so that the Purchaser
acquires the control through a merger between the Purchaser or one of
its subsidiaries and the Company (the "Merger").

I am not sure that "control" is specifically accurate in re this
document.  Based on what you see here, an LLC in Illinois will desire
to purchase 90% of the control of an LLC based in Nevada.  However, we
will seek to operate it under the name of the existing company.

Any additional steps or verbiage that you can recommend is also welcome.
Answer  
There is no answer at this time.

Comments  
Subject: Re: Draft of Purchase Agreement for 90% of an LLC
From: elids-ga on 30 May 2006 08:40 PDT
 
You should buy a program called 'Family Lawyer' it walks you step by
step on how to write many legal documents. It is well worth the money,
it is a lot less expensive than what you are willing to pay for this
question and will answer that and dozens more.

Check it out in Amazon at 
http://www.amazon.com/gp/product/B0000C7HT3/102-1625837-3204106?v=glance&n=229534
or simply search for 'Family Lawyer' in your preferred SE.

Important Disclaimer: Answers and comments provided on Google Answers are general information, and are not intended to substitute for informed professional medical, psychiatric, psychological, tax, legal, investment, accounting, or other professional advice. Google does not endorse, and expressly disclaims liability for any product, manufacturer, distributor, service or service provider mentioned or any opinion expressed in answers or comments. Please read carefully the Google Answers Terms of Service.

If you feel that you have found inappropriate content, please let us know by emailing us at answers-support@google.com with the question ID listed above. Thank you.
Search Google Answers for
Google Answers  


Google Home - Answers FAQ - Terms of Service - Privacy Policy