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Specialty Entities
7 specialty structures

Specialty entity structures. When standard LLC won't do.

Most businesses form as an LLC or C-Corp. For specific use cases, specialty entities make sense: Limited Partnerships for investment funds, General Partnerships for traditional partnerships, Charging Order Protection LLCs (WY/NV) for asset protection, Close Corporations for small-business corporate structure with relaxed formalities, Public Benefit Corps for mission-driven businesses. We help pick and form the right structure.

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When specialty entities help

Right structure for the use case. Specific.

Investment funds = LP

Private equity, venture capital, hedge funds typically use LPs (GP manages, LPs invest). Decades of legal precedent, especially in Delaware. Standard fund structure.

Asset protection = WY / NV LLC

Wyoming and Nevada have charging-order-exclusive statutes that protect single-member LLCs. Anonymous LLC structures available in WY. Best charging order protection in the US.

Small business corp = Close Corp

Wyoming close corporation: corporate structure with relaxed formalities (no board required, shareholder management allowed). For small businesses wanting corp benefits without corp overhead.

Mission-driven = DE PBC

Delaware Public Benefit Corp: C-Corp that balances shareholder profit with stakeholder welfare and a stated public benefit. Same tax structure as regular C-Corp; legal cover for mission decisions. Used by Allbirds, Warby Parker, Patagonia.

Family wealth = FLP

Family Limited Partnership for wealth transfer with valuation discounts. See Estate & Asset Protection hub for FLP details.

Most clients use LLC

For 80% of business uses, multi-member LLC is the right choice. Specialty structures make sense for the other 20%. We do not push specialty entities when LLC works.

FAQ

About Specialty Entities.

When should I use a specialty entity?
When the use case specifically needs it: investment fund (LP), strong asset protection (WY/NV LLC), corporate structure for small business (close corp), mission-driven business (PBC), family wealth transfer (FLP). For routine businesses, multi-member LLC is simpler.
Why Wyoming or Nevada?
Both have strong charging-order-exclusive statutes protecting LLCs even for single-member structures. Wyoming has anonymous LLC option. Nevada has well-developed case law. Most asset-protection-focused entities form in one of these.
What about Delaware?
Delaware is the standard for VC-track C-Corps (corp law most developed, recognized by investors). Less common for asset protection (other states have stronger LLC statutes). Best for: funded startups, large corporations, PBCs.
Series LLC?
We cover series LLC at separate page. One master LLC with multiple internal series (cells), each with isolated liability. Cheaper than separate LLCs. Most common for real estate portfolios.
Foreign withdrawal vs. dissolution?
Different. Foreign withdrawal: terminate registration in a non-home state where you no longer operate. Dissolution: terminate the entity entirely. We cover both.
What is the California Statement of Information?
Biennial filing required for every California entity (LLC SI-200, Corp SI-550). Updates state on officers, directors, agent for service of process. Missing it causes entity suspension. Easy to forget because biennial.
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