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Old 02-02-2006, 06:05 PM
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Join Date: Feb 2006
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Default Real Estate Syndication

I am a CA based real estate investor. I plan to purchase commercial real estate outside of the state of CA. I would like to syndicate these out of state acquisitions.

Do I have to form a CA corporation(schedule S or C corp.) to be the "manager" of a Delaware based LLC. since I am based out of CA?

I plan to sell "units"(company interest) of the LLC to "accredited investors" in order to enable me to purchase these properties,the LLC. will go on title but I will personally guarantee the loan.
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Old 11-11-2008, 09:12 AM
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Join Date: Aug 2008
Posts: 338
Default

Quote:
Originally Posted by creinvestor View Post
I am a CA based real estate investor. I plan to purchase commercial real estate outside of the state of CA. I would like to syndicate these out of state acquisitions.

Do I have to form a CA corporation(schedule S or C corp.) to be the "manager" of a Delaware based LLC. since I am based out of CA?

I plan to sell "units"(company interest) of the LLC to "accredited investors" in order to enable me to purchase these properties,the LLC. will go on title but I will personally guarantee the loan.
Your mission here is to reduce your personal liability? No, you do not have to be incorporated in California to manage a Delaware LLC, but if you want to reduce your personal liability, incorporation is the way. But since you are personally guaranteeing the loan, I suspect the liability you wish to shield yourself from is the validity of the commercial real estate in which you wish to sell shares to others. Sounds like you could be starting a Ponzi scheme but realistically, you can't shield yourself from being brought up on charges if your investors lose their shirts due to false advertising, overextended loans, misleading market descriptions, etc. Those are being looked at very seriously right now by a number of state attorneys general. They need a new bad guy... like Rezko.
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