How do I add a member to my LLC?
Asked about 1,000 times a month on Google, across more than sixty phrasings: add a member, add someone, add an owner, add a partner. It usually comes up when a business that started with one owner brings in a second, a spouse, an investor, or a co-founder.
The LLC already exists and the state already approved it, so the question is less about forming anything and more about who has to agree, what has to be signed, and whether anyone outside the company has to be told.
Single-member owners ask it most, and they usually have a second question riding along without knowing it: what happens to the LLC's taxes once there are two owners instead of one.
Asked about 1,000 times a month on Google, across more than sixty phrasings.
@GaboG4·
You add a member the way your operating agreement says to, and if it says nothing, every current member has to agree. That is the default in both Florida and Delaware: after formation a person becomes a member as the operating agreement provides, or with the consent of all the members.
Then put it in writing. Amend the operating agreement, or sign a new one, showing the new member, what they contributed, and the new ownership percentages, and have every member sign it. That document is the real record of who owns the company.
Whether the state needs a filing depends on what your public record shows. If your articles of organization or your last annual report name members or managers, that record has to be brought up to date, by an amendment or on your next annual report. If they name no one, the change is internal and nothing goes to the state.
If you were a single-member LLC, the bigger change is federal. The IRS treats a one-member LLC as disregarded from its owner, and a domestic LLC with at least two members as a partnership unless it elects to be taxed as a corporation. From the year you add the member, the LLC files a partnership return, Form 1065, and gives each member a Schedule K-1. Talk to whoever prepares your taxes before the change, not after.
