Legal Question in Business Law in California

can i use my EIN for my LLC before the documents have been returned from the state?

Asked on 3/01/11, 12:16 pm

3 Answers from Attorneys

J. Caleb Donner Donner & Donner

You should obtain a new EIN from the IRS for the LLC. The LLC is a separate legal "person" and all its finances should be kept separate from the members' finances including EINs.

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Answered on 3/01/11, 12:19 pm
Kevin B. Murphy Franchise Foundations, APC

As a Franchise Attorney I only add the following. The LLC does not come into existence until the documents are filed with the state. It would not be wise to use your EIN before then, but you have not stated the use for your EIN. Consult with a good business or franchise attorney in your area for specific advice.

Mr. Franchise - Kevin B. Murphy, B.S., M.B.A., J.D.

Franchise Foundations, a Professional Corporation

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Answered on 3/01/11, 2:31 pm
Bryan Whipple Bryan R. R. Whipple, Attorney at Law

As I understand it, you filed an LLC-1 with the Secretary of State to form your new LLC, then promptly thereafter applied for and received an EIN for the LLC, but due to the backlog at the Secretary of State, your LLC papers haven't been stamped and returned to you yet. If that is the case, and you have no reason to doubt that your LLC-1 will be rejected, I would recommend that you go ahead and use the EIN for reports now due to the IRS, etc. that apply to the new LLC only. If the new LLC is a successor to an existing business, use the old EIN for reports dealing with the old business entity's employees and wages.

Businesses sometimes find themselves in this kind of predicament because the backlog at the Sec. of State can sometimes result in a business not getting its papers back until well after it has paid wages and needs to deposit withheld taxes.

The formation date of a new LLC or corporation will be the date the formation papers are received by the Sec. of State, not the date they act on them nor the day you get them back. At least, that's been my experience in the recent past.

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Answered on 3/01/11, 3:29 pm

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