REAL ESTATE RE investment protection and incorporating part 1 (LONG)

[EasyMoney_in_NC]

So we've been having discussion here about how to properly protect your personal RE investments. The general consensus has been to but the properties under and LLC. But I have a different take and look forward to comments.

At least under NC statutes, and LLC allows the following: (sorry for the length)

§ 57C‑3‑30. Liability to third parties of members, managers, directors, and executives; parties to actions; governing law.
(a) A person who is a member, manager, director, executive, or any combination thereof of a limited liability company is not liable for the obligations of a limited liability company solely by reason of being a member, manager, director, or executive and does not become so by participating, in whatever capacity, in the management or control of the business. A member, manager, director, or executive may, however, become personally liable by reason of that person's own acts or conduct.
(b) A member of a limited liability company is not a proper party to proceedings by or against a limited liability company, except where the object of the proceeding is to enforce a member's right against or liability to the limited liability company.
(c) The liability of members, managers, directors, and executives of a limited liability company formed and existing under this Chapter shall at all times be determined solely and exclusively by this Chapter and the laws of this State.
(d) If a conflict arises between the laws of this State and the laws of any other jurisdiction with regard to the liability of members, managers, directors, or executives of a limited liability company formed and existing under this Chapter for the debts, obligations, and liabilities of the limited liability company, this Chapter and the laws of this State shall govern in determining the liability. (1993, c. 354, s. 1; 2001‑387, s. 69.)

§ 57C‑3‑31. Mandatory indemnification of managers, directors, executives, and members.
(a) Unless otherwise provided in the articles of organization or a written operating agreement, a limited liability company must indemnify every manager, director, and executive in respect of payments made and personal liabilities reasonably incurred by the manager, director, and executive in the authorized conduct of its business or for the preservation of its business or property.
(b) Unless otherwise provided in the articles of organization or a written operating agreement, a limited liability company shall indemnify a member, manager, director, or executive who is wholly successful, on the merits or otherwise, in the defense of any proceeding to which the person was a party because the person is or was a member, manager, director, or executive of the limited liability company against reasonable expenses incurred by the person in connection with the proceeding. (1993, c. 354, s. 1; 2001‑387, s. 70.)

§ 57C‑3‑32. Limitation of liability of managers, directors, executives, and members and permissive indemnification of managers, directors, executives, and members; insurance.
(a) Subject to subsection (b) of this section, the articles of organization or a written operating agreement may:
(1) Eliminate or limit the personal liability of a manager, director, or executive for monetary damages for breach of any duty provided for in G.S. 57C‑3‑22 (other than liability under G.S. 57C‑4‑07); and
(2) Provide for indemnification of a manager, member, director, or executive for judgments, settlements, penalties, fines, or expenses incurred in a proceeding to which the member, manager, director, or executive is a party because the person is or was a manager, member, director, or executive. For purposes of this subdivision, the words "expenses", "proceeding", and "party" shall have the meanings set forth in G.S. 55‑8‑50(b).
(b) No provision permitted under subsection (a) of this section shall limit, eliminate, or indemnify against the liability of a manager, director, or executive for (i) acts or omissions that the manager, director, or executive knew at the time of the acts or omissions were clearly in conflict with the interests of the limited liability company, (ii) any transaction from which the manager, director, or executive derived an improper personal benefit, or (iii) acts or omissions occurring prior to the date the provision became effective, except that indemnification pursuant to subdivision (2) of subsection (a) of this section may be provided if approved by all the members. As used in this subsection, "improper personal benefit" does not include reasonable compensation or other reasonable incidental benefit for or on account of service as a manager, director, executive, officer, employee, independent contractor, attorney, or consultant of the limited liability company.
(c) A limited liability company may purchase and maintain insurance on behalf of an individual who is or was a manager, director, executive, officer, employee, or agent of the limited liability company, or who, while a manager, director, executive, officer, employee, or agent of the limited liability company is or was serving at the request of the limited liability company as a director, executive, officer, partner, member, manager, trustee, employee, or agent of a person, against liability asserted against or incurred by the person in that capacity or arising from the person's status as a manager, director, executive, officer, employee, or agent, whether or not the limited liability company would have the power to indemnify the person against the same liability under any provision of this Chapter. (1993, c. 354, s. 1; 1995, c. 351, ss. 8, 9; 1999‑189, s. 4.4; 2000‑140, s. 101(t); 2001‑387, s. 71.)


Reading deep into the sections, wouldn't it be reasonable to think:


- Own properties as H&W (hus and wife)
- Form and LLC management company to oversee them (I manage my own properties now, no PM's [prop managers])
- do business under a seperate DBA

- move "operations" out of the personal home and establish a "location" for the LLC


with the amount of indemnity that the LLC provisions offer, and the ability to insure said entity as well as the "manager", it would seem reasonable to me that, although at arms length, its similar to an "S" corp in the sense of corporate veil, but with greater personal and entity protection. With the op's outside of the home, my wife wouldn't be subject to "known" info as it pertains to being a liable party. As well, she would not have any part of the LLC and would need to be, to be sued as a "party to".


My regular attorney (for closings) over the years has become candid when dealing with me and still holds firm that held as H&W is the safest way to own, but from a management side, would the above no do a good job of shielding?

 

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[Russ H]

My regular attorney (for closings) over the years has become candid when dealing with me and still holds firm that held as H&W is the safest way to own

This blows my mind.

I know of no atty knowledgable with corporate structure who would give this advice.

Admitedly, I know less than 40 attorneys personally. So not much of a representative sample, statistically speaking.

Have you ever asked anyone else, Easy?

(Not trying to stir the pot here, just want to make sure you cover your assets )

-Russ H.

 

[ProInvestor]

First up I don't reside in the US but 'Down Under'.

However I still think it's crazy to keep assets in your personal name. Now in Australia we have very similar provisions to NC - Directors can be personally liable.

However I still would never buy anything in my own name, even in the US.
Now days we have trusts with a corporate (Company) trustee. In the US it would be LLC (or similar).

Also no cash/money/credit investor I know would invest in a personal name (or H&W).
They would be considered unsophisticated.

Here is why I would never buy in my personal name:

If you run over a person and kill them and if the family sue you (and you bought in H&W) you (and spouse) are personally liable, however if you bought property in a company the family suing you cannot simply force you to sell the assets as you don't own them, the company does and the company did not kill the person, you did as an individual.

Of course there is more protection with LLPs, etc so it is possible that even if the family win and manage to take your 'assets' the shares of the company, you still don't have to just hand over the income, you just don't distribute profit too them, you just take any profit (that is left over after you have expensed everything away!) as income.

A lawyer will simply advise them to settle (to your insurance policy's amount). You don't want them trying to take your assets and leaving you with virtually nothing. And thats the beauty - their lawyer will tell them to settle and at the end of the day that is really what you want.

Asset protection is not just about avoiding lawsuits, it's making sure that you retain your assets even in a lawsuit.

Another way is that if you are involved in a business and it goes bust, creditors can't just demand your assets and there is a high percentage that potential creditors will have to look elsewhere if the original company was a C Corp.

Also there are tax implications - if you register a company in another state a lot of the time you don't have to pay certain 'junk' taxes.

Hopefully Dianne Kennedy will reply to this post.....

Rgds.
ProInvestor

 

[EasyMoney_in_NC]

First up I don't reside in the US but 'Down Under'.

However I still think it's crazy to keep assets in your personal name. Now in Australia we have very similar provisions to NC - Directors can be personally liable.

However I still would never buy anything in my own name, even in the US.
Now days we have trusts with a corporate (Company) trustee. In the US it would be LLC (or similar).

Also no cash/money/credit investor I know would invest in a personal name (or H&W).
They would be considered unsophisticated.

Here is why I would never buy in my personal name:

If you run over a person and kill them and if the family sue you (and you bought in H&W) you (and spouse) are personally liable, however if you bought property in a company the family suing you cannot simply force you to sell the assets as you don't own them, the company does and the company did not kill the person, you did as an individual.

I believe that to be incorrect. They would have to sue both my wife and I. Since she didn't run anyone over, she is not responsible. Personal liability would be restricted to me alone, and assuming no negligence on my part, I would expect insurance to settle.

Of course there is more protection with LLPs, etc so it is possible that even if the family win and manage to take your 'assets' the shares of the company, you still don't have to just hand over the income, you just don't distribute profit too them, you just take any profit (that is left over after you have expensed everything away!) as income.

In NC, LLP's are not very protective in and of themselves, as any partner can make the partnership liable (be happy to post the NC LLP statutes.)
As well, a "business" has profit, an individual has none, just income (still verifying that), and in NC income is not attachable.

A lawyer will simply advise them to settle (to your insurance policy's amount). You don't want them trying to take your assets and leaving you with virtually nothing. And thats the beauty - their lawyer will tell them to settle and at the end of the day that is really what you want.

Exactly why insure and over insure would be sufficient.....no?

Asset protection is not just about avoiding lawsuits, it's making sure that you retain your assets even in a lawsuit.

Another way is that if you are involved in a business and it goes bust, creditors can't just demand your assets and there is a high percentage that potential creditors will have to look elsewhere if the original company was a C Corp.

Also there are tax implications - if you register a company in another state a lot of the time you don't have to pay certain 'junk' taxes.

Hopefully Dianne Kennedy will reply to this post.....

Rgds.
ProInvestor[/quote]

My business I co-own is fully sell sufficient, we have no debit and own everything so I'm not worried about creditors in that regard. My fear is more an outside lawsuit, not from my rental business.

 

[EasyMoney_in_NC]

This blows my mind.

I know of no atty knowledgable with corporate structure who would give this advice.

Admitedly, I know less than 40 attorneys personally. So not much of a representative sample, statistically speaking.

Have you ever asked anyone else, Easy?

(Not trying to stir the pot here, just want to make sure you cover your assets )

-Russ H.

I understand your concern, but all states are different, which is why O.J. lives in Florida now instead of California (he lives via annuities which are not attachable in Fl. but are in Ca.).

I sat and spent plenty a lot of money with an "asset protection" attorney, but in all honesty, felt like the system was to boiler plated and not set up for my individual needs and wants. My closing attorney has been a personal contact for many years and I feel like he (being an investor and entrepreneur) has my best interest in mind.

 

[Diane Kennedy]

Hey Easy:

- First off, looks like OJ maybe living in Las Vegas, not Florida anytime soon.... (had to get that one in)

Every state is different. In fact, you responded to ProInvestor's example of you running over someone with the fact that your wife didn't and so her assets would be safe. NOT in a community property state.

So, for anyone reading this thread - first know what type of state you are in and what type your property is in. Easy is absolutely correct for non-community property states but is not correct for community propety states.

I'd be really curious to see what case law has shown in NC. I'm sure the LLC structure has been challenged. Did the court allow it or collapse it? Courts decide how law is interpreted and have as much, and sometimes more, weight than the statute itself. For example, in CO, courts have collapsed the LLC structure when it's a single member. (yikes) And on the other hand, NV just really beefed up their charging order protection. (I have an article on that over at my website)

There is a bit of a potential danger in this thread in that we are creating a record and it could be that months from now someone from a totally different state will read it and decide "Oh, that's what I will do", when the law has changed and the rules weren't even applicable to them in the first place.

Shall I add one more wrinkle to this discussion? Estate planning! We haven't even dealt with probate issues. I love the idea of using a Living Trust (aka Family Trust) to hold interests in your LLC. This will avoid probate upon you or your wife's death - saving money and time and avoiding public disclosure of assets.

 

[EasyMoney_in_NC]

What bothers me greatest, is that I have consulted 3 different attorneys and received 3 completely different opinions. To compound that, I have been doing my own research of the general statutes and none of the 3 opinions seems to really work to protect as I read them vs. the advise I received. I know I should probably do something, but don't want to spend money and time both now and down the road only to find out that the structure created for me is worthless. My in-laws had an "estate plan" done when they lived in Ca. They moved to NC and found out it was worthless, may have even been so in CA. I don't know who to trust or what to do.....if anything. I know that S corp's are the way to separate personal activity from business activity. To me, from my reading, it would seem that forming a management company (LLC), arms length or not is still better than nothing and similar to do business under "S" corps.

Maybe I just need to keep consulting asset attorneys until I begin to hear similar patterns.

 

[randallg99]

>>>Maybe I just need to keep consulting asset attorneys until I begin to hear similar patterns.<<<

the only suggestion I can think of is to ask other well positioned real estate investors who they use and take their advice which is how I have come across some of the advisors I use today. Probably one of the better moves I have done was to follow the smart peoples` advice.
Good luck

 

[EasyMoney_in_NC]

Sounds good, problem is...........I am the smart one I am so far ahead of anyone I associate with, they'd have nothing for me, which is why I end up at places like this forum. Hoping to land someones attention that can help me in the one area I am stumped on.

The underlying problem is, no one really knows what will really work and what won't until its to late. I guess I'll need to try and find case study on the subject, although not sure what key phrases I'd be searching for.

Anyone have suggestions, I am open

 

[Allthingznew]

This is just my perception, and you can take it for just that, my perception, but you appear to vacillate between sincerely wanting to get good input about how to protect your assets, and proving yourself right "against" an expert when input is given. I keep wondering if you want help or you want to be right.

Diane has a stack. She has become wealthy doing the things she advocates and helping people just like you. Whose stack is bigger? So who has more assets to protect, you or her? Doesn't it make sense to hear what she is saying and if it's good enough for her assets isn't it good enough for others too? I'm quite certain she'll keep us posted if things change. Please don't be offended, I'm not trying to antagonize you, I'm just trying to make a point.

I commend you for having assets to protect. It just seems like there is something holding you back, something that causes fear, maybe an experience someone you know had that hits too close for comfort? I don't know. I guess I just have trouble understanding why it appears you have trouble believing Diane and then pursuing her with questions about how to best act on her advice. Again, just my perception. I hope you find the answers you need.

 

[EasyMoney_in_NC]

I'm not offended at all. What I am, is looking for some strait and correct answers. I read for myself and come up with what would be in contrary to the advise I have paid good $$ for (so who is correct, me or them). I read what is printed here, and it, for argument sake is free advice. Do I take it as gospel? Do I follow it? We all don't know each other from a fence post, so you'll excuse me if I question what comes up here.

As for Dianne, she seems very well versed. Is she versed on NC laws, and case study. Should I be retaining her services outside of here? As for "stack" I have no idea who has more, I don't think it matters, we all want to do what's right. If I'm not right, as you read into my posts, fine, but I'm not convinced as to who is yet. Thats all. And I get more frustrated by the day because of all of the apposing and confusing info and opinions I am being hit with.

 

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[AroundTheWorld]

Easy,

Are these atty's in Wilmington? (I love that town, btw)

If so.... go find one that is in Raleigh...... or Charlotte

I run into a similar issue in Montana... on occasion - I seem to know more then the "general practicioner rural montana lawyer"

Go to a more major metro area and seek out an attorney (or two or three so that you can compare advise) that SPECIALIZES in asset protection.

 

[EasyMoney_in_NC]

yes they are. One I didn't know at all, could have gone to a seminar and proclaimed himself an "expert". Although his plan was very comprehensive, almost to much, I felt like it was boiler plate (just based against stories he told me during our discussions), my plan seemed no different from others he spoke of. Could it be that simple that one size essentially fits all? The other is a cousin of an RE development family that has been in RE sales/development/investing for many, many years. I expected him to be the wizard but didn't get that feeling, his plan seemed generic and didn't involve the estate planning aspects the other guy's did (my assumption is that they have to hand in hand). The last advise was from my regular closing attorney, who has handled my business dealings, closing etc for many years, and although he's not an estate planning attorney, he had a completely different opinion as to protection than the other 2.

I just don't know who or what to trust.

 

[AroundTheWorld]

I just don't know who or what to trust.

again...

trust a professional that has these two criteria...

One that has a practice in a large population base. They will have more experience.
I have to go several hundreds of miles for some of my legal needs... because I live in the middle of no-where...



But more importantly...

Find an attorney that states he/she is a SPECIALIST IN ASSET PROTECTION.

I have an attorney that I use for some of the lease issues for self-storage facilities. However - he has NO IDEA how to handle some of the other more complex real estate deals we have done. I questioned him - and in the conversation he ended up saying to me, "oh - what a great idea. I had never considered that." When I asked him what his specialty was - he told me he was a "general practicioner." Doesn't work for me. I need a SPECIALIST.

I had to go shopping for someone that had knowledge in securities laws and other issues specific to my circumstance.

Your closing atty does CLOSINGS. He PREPARES CLOSING DOCS ALL DAY EVERY DAY. I'm sure you are very happy with him as a CLOSING atty...

but he is not an asset protection specialist.

 

[andviv]

Have you contacted people from a local RE investors group? Maybe by networking with people in your state you can get the referral you are looking for. I know you have accomplished a lot but I can't believe nobody else has accomplished the same or more in your state and have gone through the same situation. I think you are right in looking for somebody in your state that is or has been in a similar financial situation. Problem is, you are looking for advice in a forum that is global. There are what? three other NC members here? and two are still going to college and do not invest in RE. I think you are looking for answers in the wrong place. ATW's advice is great, IMO.

 

[EasyMoney_in_NC]

No you're right ATW, and he told me he's not. But he does his own RE deals and I would guess would be versed enough to protect his own a$$. I went to him on a stop in to say hi trip and just asked a few questions. The guy who represents himself as specializing in asset protection has had an apparently long career as a NY defense attorney, litigator etc. The reason he says he got into this line of work down here, is because he's seen the system from the inside and knows what should work and not. My problem was, that he kept preaching about a book he used as his life's bible "Missed Fortune". From the moment he mentioned it, I couldn't help but wonder if all his "experience" and info as well as my new life plan was a result of this book, or good sound planning based solely on NC statutes and case study. It pissed me off because it all looked so good, and complicated ....but was it correct, and correct for me?
The other claims to be an asset protection and estate planner, but never even broached the estate side, just the avoidance of paying charge orders should they arise.

Next....

 

[EasyMoney_in_NC]

Have you contacted people from a local RE investors group? Maybe by networking with people in your state you can get the referral you are looking for. I know you have accomplished a lot but I can't believe nobody else has accomplished the same or more in your state and have gone through the same situation. I think you are right in looking for somebody in your state that is or has been in a similar financial situation. Problem is, you are looking for advice in a forum that is global. There are what? three other NC members here? and two are still going to college and do not invest in RE. I think you are looking for answers in the wrong place. ATW's advice is great, IMO.

LOL ....to that last comment, and you are correct
The only investor group in the area consists of two types of people. A) the ones that run it are the ambulance chasers that "we'll buy your ugly house" would screw their own mother to make a buck. And the idiots flush with cash from the sales of their northeast RE that watch to much HGTV and want to be able to tell their friends that they "have rental property" like its a badge of honor. They chase the foreclosures based on the recommendations of the group leaders (I swear its self perpetuating business for those guys). And or end up trying to chase people down who are down and out, with in this area are crazy terms.....etc, you get the picture. I went to two of their meetings years ago and though, "what a bunch of bafoons". I'm looking for leaders not followers. The ones in this town (like me) that have done well, aren't in "share" groups, they keep to themselves and continue to build wealth on the DL.

I don't expect to get all the answers here, maybe just a different take or and idea I hadn't heard of/thought of before. There seem to be a smaller group of more diehard investors with a good bit more experience than the diluted threads on RD.com

 

[Diane Kennedy]

Herring v. Keasler,
563 S.E.2d 614 (N.C.App. 06/04/2002)

North Carolina Court of Appeals

No. COA01-1000

563 S.E.2d 614, 2002.NC.0000665

The dispositive issue is whether N.C. Gen. Stat. § 57C-5-03 permits a trial court to order a judgment debtor's membership interest in a limited liability company seized and sold and the proceeds applied towards the satisfaction of a judgment.

Generally, a trial court may order any property, whether subject or not to be sold under execution (except the homestead and personal property exemptions of the judgment debtor), in the hands of the judgment debtor or of any other person, or due to the judgment debtor, to be applied towards the satisfaction of [a] judgment. N.C.G.S. § 1-362 (2001).

North Carolina General Statutes § 57C-5-03, however, provides that with respect to a judgment debtor's membership interest in a limited liability company, a trial court "may charge the membership interest of the member with payment of the unsatisfied amount of the judgment with interest." N.C.G.S. § 57C-5-03 (2001). This "charge" entitles the judgment creditor "to receive . . . the distributions and allocations to which the [judgment debtor] would be entitled." N.C.G.S. § 57C-5-02 (2001). The "charge" "does not dissolve the limited liability company or entitle the [judgment creditor] to become or exercise any rights of a member." Id. Furthermore, because the forced sale of a membership interest in a limited liability company to satisfy a debt would necessarily entail the transfer of a member's ownership interest to another, thus permitting the purchaser to become a member, forced sales of the type permitted in section 1-362 are prohibited. See N.C.G.S. § 57C-3-03 (2001) (except as provided in the operating agreement or articles of organization, consent of all the members of a limited liability company required to "[a]dmit any person as a member").

In this case, despite Plaintiff's attempts to have Defendant's membership interests in the LLCs seized and sold, his only remedy is to have those interests charged with payment of the judgment under N.C. Gen. Stat. § 57C-5-03. Accordingly, the trial court did not err in ordering that the judgment be satisfied through the application of the distributions and allocations of Defendant's membership interests in the LLCs and in denying Plaintiff's motion to have Defendant's membership interests seized and sold.

 

[EasyMoney_in_NC]

In this case, despite Plaintiff's attempts to have Defendant's membership interests in the LLCs seized and sold, his only remedy is to have those interests charged with payment of the judgment under N.C. Gen. Stat. § 57C-5-03. Accordingly, the trial court did not err in ordering that the judgment be satisfied through the application of the distributions and allocations of Defendant's membership interests in the LLCs and in denying Plaintiff's motion to have Defendant's membership interests seized and sold.

it is my understanding that under this, the creditor would only be capable of collecting any distributions should any every be paid out. Distributions are not "income" the member receives, as well they (creditor) would pay taxes on awards possibly never received.
Are we on the same page Dianne? Of course this is only one abbreviated case (would love to know where you get these studies, if you would be so kind as to divulge that info ), are you saying that the LLC is the right vehicle? and if so, as owner of the properties? or as owner of the managing company? I don't like the irrevocable aspects of ownership %'s in LP's with LLC management (self managed). I don't like having to give up either majority ownership for the sake of control or the opposite.

For the above to case study to apply, if I understand this, the charge is against the member's interest %? How is that any different than owning as H&W unless I only own a small %

I'm I confusing things? It is getting late

I'd love to post the outline the "specialist" put together for me, get some opinions of it. Maybe I can work on doing that tomorrow. Its in a flow chart type format, I'm sure you'd make easy heads/tails of it.

 

[Russ H]

I felt like it was boiler plate, my plan seemed no different from others he spoke of. Could it be that simple that one size essentially fits all?

For REIs in one particular state, yes, the asset protection one specialist works on will probably have many more similarities than differences.

Each state has it's own set of laws, as your in-laws found out when they moved and their estate plan was no longer effective. What works in CA may not work in NC, which is why the advice you've received here has had disclaimers-- experienced REIs are telling you what works for them, but since they don't live in your state, they're not so sure it will work for you.

Easy, I understand that you don't really trust or value our advice (or, let me rephrase that: You value it based on what you've paid for it, which is nothing). As you put it:

We all don't know each other from a fence post, so you'll excuse me if I question what comes up here.

That's cool.

It's clear you have issues with trusting others, or seeing their input as valuable. I saw this in your discussions with Glen Fullmer over at RD.com:

http://forum.richdad.com/forums/tm.asp?m=597193&mpage=1&p=&tmode=1&smode=1&key=

Not sure how much due diligence you did, but Glen has a bit of REI experience.

This thread has similarities.

That's not a bad thing, Easy. You are who you are.

We're not going to change that.

-Russ H.

 

[randallg99]

Sounds good, problem is...........I am the smart one I am so far ahead of anyone I associate with, they'd have nothing for me...

The underlying problem is, no one really knows what will really work and what won't until its to late. I guess I'll need to try and find case study on the subject, although not sure what key phrases I'd be searching for.

I am sure if you spoke with real estate developers or commercial/industrial building owners that you would get good information. Many of them have their own on payroll, but I am sure they can refer you to good people.

otherwise, contact the local bar for information

http://www.ncbar.org/about/staffContacts.aspx

 

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[Russ H]

Randallg99, we already suggested that Easy talk to other experienced REIs, and besides the "I am the smart one" statement, he said this:

The only investor group in the area consists of two types of people:

A) the ones that run it are the ambulance chasers that "we'll buy your ugly house" and would screw their own mother to make a buck.

B) the idiots flush with cash from the sales of their northeast RE that watch too much HGTV and want to be able to tell their friends that they "have rental property" like its a badge of honor.

They chase the foreclosures based on the recommendations of the group leaders (I swear its self perpetuating business for those guys). And or end up trying to chase people down who are down and out, with in this area are crazy terms.....etc, you get the picture.

I went to two of their meetings years ago and thought, "what a bunch of buffoons".

I'm looking for leaders not followers. The ones in this town (like me) that have done well, aren't in "share" groups, they keep to themselves and continue to build wealth on the DL.

Which is funny, really. Because I've only met two builders in NC, both are multi-millionaires, and both were the kind of people who would have been happy to share this kind of info with me, or refer me to a good assets atty.

I haven't spoken to them in years; I worked w/them on theater projects.

I also had a call from one of my past clients today (if I told you his last name, you'd recognize it. Very "old money"). He called for a referral, and would have been happy to refer a good asset protection atty to me if I'd asked.

We already have one, so I didn't ask.

Seems like I run into people who like to share. :smx2:

-Russ H.

 

[Wolfgang5150]

Easy - I've been following this thread closely; it's very interesting. Juts so I can clarify - I thought originally you were looking to protect your self in the case of your service business (posting from another thread); or is it both your business & your properties?
If it's your service business, why not contact other owners in NC that have a similar business. See if they will show you how they set-up their structure.
Just a thought.
Thanks.
Kevin

 

[EasyMoney_in_NC]

K- I am trying to save properties from myself if that makes sense. We have just bumped up our business insurance as high as they would allow. The company is an S currently and we are considering changes. I am trying to shield the properties from outside creditors (service business or otherwise), the tenants coming at me isn't as big of a concern. The properties are friendly as rentals go (you and I have had that discussion).

 

[EasyMoney_in_NC]

Easy, I understand that you don't really trust or value our advice (or, let me rephrase that: You value it based on what you've paid for it, which is nothing). As you put it:
That's cool.
It's clear you have issues with trusting others, or seeing their input as valuable. I saw this in your discussions with Glen Fullmer over at RD.com:
http://forum.richdad.com/forums/tm.asp?m=597193&mpage=1&p=&tmode=1&smode=1&key=

Not sure how much due diligence you did, but Glen has a bit of REI experience.

This thread has similarities.

That's not a bad thing, Easy. You are who you are.

We're not going to change that.

-Russ H.

First I have to say, for someone not trying to stir any pots, you sure know how to ridicule. Instead of attempting to be a psychologist/chiatrist and tell me what I do and feel or don't, why not try to help :thankyousign: If you can't say anything constructive that will assist in my venture, why not just not say anything......please. I question everything, and do nothing until I am clear as to what is right. You call it mistrust, I call it safe and conservative investigation. You don't have to like how I conduct my business.

As far as my "conversation" with Glen. He made me an offer for my properties based on cap rates he expects to receive in his area or on unlike types of investments. If that's his prerequisite for an investment, thats fine, but his plan doesn't fly here. He needs to look somewhere else for 15-20% cap rate. 'Round here, 5-7% is the norm and accepted. His offer was just way off. He couldn't buy those homes individually and come out any better.....it just is what it is. It doesn't work for him, but that's not my fault and you shouldn't be belittling me because of it.

 

[Russ H]

Easy,

No belittlement intended.

I wasn't referring to the cap rates discussion w/Glen. As an experienced investor, Glen was trying to show you that the "deal" you were offering was not really a deal, from the perspective of a typical REI.

He wasn't trying to buy from you-- or even negotiate with you. He was trying to help you.

My only point is that others-- with substantial expertise-- have tried to help you, both on this thread and in others, and you are rather cavalier about all the effort that they go to.

You lack appreciation of others who try to help you.

That was my one and only point.

I did not intend to ridicule, belittle, or psychoanalyze you.

As I said, you are who you are.

I'm totally OK with that.

Most investors have a limited amount of time that they use to help others.

Some people appreciate the help.

Others do not.

It seems like those who show appreciation tend to get more help.

Does that make sense?

Again, no fighting or stirring pots intended.

Sorry if it seemed that way.

-Russ H.

 

[tbsells]

Russ,
I'm quite impressed! You don't forget anything. I had seen that post, became bored with it, and forgot about it.

 

[Diane Kennedy]

It's interesting that there is a thread going right now about "How do I get an attorney to call me back".... Best way I know to upset your advisor is to constantly question his/her advice. I don't think that's what happened in the other thread, but it seems to be happening here.

Why do you hire an advisor?

My thought would be because they have an expertise you do not have nor want to get. You need to be able to talk their language and understand what they want you to do, but that's where your responsibility ends. After all, if it's a true professional they have a license to protect and are carrying malpractice insurance. It's in their best interest to give you good advice.

Your advisor should have:

- Expertise in the area you're interested in.
- Personal experience (ie, if you're asking real estate investment questions, he/she should be an investor)
- Clientele who is either at your level, or above your level (don't be the most successful client that the advisor has)
- Ability to communicate in way you understand, are comfortable with and in a timely manner, as you define it

In this case, Easy, you had a question narrowed down to, "How do I safely hold my NC real estate investments?"

Answer: An LLC

Your response was to quote a statute, which is a good place to start. But, it's not how you define the statue, it's how the court defines the statute. There is one case, and one case only, in NC challenging the LLC charging order of protection. I posted that case and we saw that the court upheld the LLC.

So - we know that up until now anyway, NC courts have supported the LLC as a safe way to hold real estate.

Should you hold it as h/w? See above Answer.

Should you instead have the operation done through an LLC? See above Answer.

You did ask where I did my research. I subscribe to a number of tax and legal search websites - total cost is about $30K per year. If you're interested in doing that extent of research, I'd recommend RIA, CCH, Lexus-Nexus, and Kleinrock. Some people also like P-H, but I've never been as much of a fan. I also use Pro-Systems by CCH. Personally, I think it's way cheaper to hire a lawyer or experienced CPA, make sure they meet the criteria you want, and just do what they recommend.

How much time have you wasted on this question? More importantly, how much more could you have made if you had put that energy into one of your current projects or perhaps started a new one? Sometimes we need to just step back and see what the real purpose is in what we're doing and what we're asking. As one who has been known to not see the forest for the trees, trust me, I know that perspective can be an important tool for an investor!

Best of luck.

 

[EasyMoney_in_NC]

See now I don't mind being smacked around a bit, but you also continue to assist after the beating and for that .....Thank you
I would have thought there would be much more case study on the issue as investor friendly as this state tends to be (from a RE value standpoint).

You are correct in that I could possibly use my time elsewhere. I am not religious nor go to church because I am not a believer in "faith". I am more the scientist type.....show me, how, where what why etc....
With as scandalous as this society seems to have become, I am just trying to make absolutely sure that my choices and actions are well based, and not just to follow the leader because that's the latest fad for the time only to find out its untested and in the end doesn't work. I guess I am trying to fully understand what they ( the "advisers" I've met with) want me to do and why.

I have, on a high school education no less (and with the support of my understanding wife) figured out how to work my local system to allow me to amass a multi million dollar RE portfolio. I can build a quality house faster and cheaper ($$ not quality)than anyone else I know. My lenders hand me money because they know I know what I'm doing. I have arrived there because I try to full understand what it is I'm doing before doing it. I analyze from as many ways as I can until I'm comfortable. Have I missed opportunities because I took to long "sweating" the details? or missed a great deal because I was trying to look to far and didn't see what was right in front of me? sure, but I sleep well at night......until recently.
I am not questioning you or your advise, I'm just trying to grasp the what, when, why and how. I would love to be as versed in this protection thing as I am in building and financing.

Again, thanks for your time and continued assistance. Having done a hint of research on you, I'm more than sure you are very busy and your time is of great value. Your points are well received.

 

[Diane Kennedy]

I can give you a quick answer on why there isn't any more case law - it's because the law is good.

There's a strange thing that happens both in civil and in tax cases. If it's clear cut, you get one precedent setting example and it's so strong (like the language in this case) that no one bothers to challenge it.

My guess is, just like in Nevada (which has extremely strong law and court precedent) if it ever came up and you were sued, the lawyer would spend his/her time trying to prove you weren't running the LLC right. They wouldn't try to challenge the validity of the structure.