My partner assures me that the paperwork has been sent in (using legalzoom.com), but I haven't had to sign anything which seems a bit sketchy... how would I check to see if everything is in correct order?
Every month I fix corporations originally formed online using services like Legalzoom. They generally emphasize that they are not attorneys. What they don'e do, which lawyers do, is answer the questions that clients don't know how to ask.
On of the hardest things to do is to issue "securities" which for an LLC are "membership interests. Either a permit or an "exemption from permit" (usually under section 25102(f) is required.
Frequently there is also no Operaing Agreement which yuo should be signing if you are a Member (owner) and Manager (similar to a Director in a corporation). If you desire a review (and perhaps ongoing representation) I am located in the Brentwood area of Los Angeles. firstname.lastname@example.org. Avvo has other very good business attorneys to chose from.
The above is general legal and business analysis. It is not "legal advise" but analysis, and different lawyers may analyse this matter differently, especially if there are additional facts not reflected in the question. I am not your attorney until retained by a written retainer agreement signed by both of us. I am only licensed in California. See also avvo.com terms and conditions item 9, incorporated as if it was reprinted here.
Once again, Mr. Doland had provided a great answer, hire him to review the matter...and yes, LegalZoom are not attorneys and we often complete their omissions.
Shawn Jackson ESQ. (707) 584-4529
Business Development Attorney EMAIL: Attorneys@CaliforniaBusinessDevelopment.com
No communication resulting herein shall create an attorney-client relationship unless a separate retainer agreement is signed by attorney and client. The information provided neither is legal advice nor is it conveyed in the course of an attorney-client relationship, but is intended merely as a general overview with regard to the subject matter covered. You should not act upon this information without seeking professional counsel such as any attorney in this office in a subsequent email communication (agreement) and the formation of an attorney client relationship.
It is NOT unusual for the members of an LLC to not have signed anything to get the LLC started. The initial documents filed with the Secretary of State need not have the actual owners/members listed.
Once your partner gets the paperwork back from LegalZoom (and take "zoom" ironically as they aren't particularly fast) there will be an LLC agreement which will list the owners and their percentage interest, and you will need to sign that, although it's not filed with the secretary of state, and there will be minutes of a meeting that you should review and you may or may not have to sign
And LegalZoom will not have filled out the LLC agreement and paperwork completely so you and your partner will have to do it.
So you need to ask your partner what paperwork he's gotten back from LegalZoom and then you will have to ask to see it, and then you two need to complete and sign that.
But the initial filing usually doesn't have your signature on it.
You don't tug on Superman's cape; you don't spit into the wind; you don't pull the mask off the old Lone Ranger; And you don't get legal advice from a free Q&A page on the Internet. The above is a general statement of the law or just my opinion. I am not saying whether it applies to your situation or not because I don't know the details and youâ€™ve not hired me as your attorney.
Contracts / Agreements Lawyer
You should ask to see the LLC Agreement, and you should absolutely be required to sign it - and negotiate its terms - if you are an equal member. You should also ask to see the Statement of Information which should have been filed with the state of California within 90 days of formation. If they can't show you that, there is a problem.