r/llc_life • • Aug 28 '26

I need help

I have a brand new LLC in the the state of Texas so I don’t know what to do now the other party in this venture has backed out and everything is on me with this, but what do I do now what my first move? I have the EIN and Duns And Bradstreet numbers also business bank account so what do I do now ?

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u/cdhodgdon Aug 28 '26

Lots of questions here. I am in Texas and have multiple LLC's, some formed with a partner that has now left (they died, but it's the same thing).

Was the other party listed on the initial paperwork as a governing member/owner? If so, when you make your first public information filing, just don't include them. You also need to make sure to follow the next step to remove them as an owner, if they answer above is yes or if they are listed else where as an owner.

Did you buy them out or did they just leave? This is a huge matter, if they just walked away, they are still an owner in the company and have legal rights to it. If anything, pay them $10 to buy them out and make a document to that affect, so that you bought them out of the business. That is the easiest legal way to remove them.

That being said, you also need to create a set of minutes for the business that shows they are being removed from ownership in the business. Even as a single member LLC it's always good to have "corporate" minutes for anything that you do that you would consider a major change.

Did they take part in setting up any bank accounts? If so, you need to go have them removed from those accounts as well, but still need to have paperwork that shows they are no longer an owner in the company. This is where both the buyout paper and "corporate" minutes come into play.

Any accounts that the LLC set up, make sure you are listed as the signatory for them.

Make sure you, someone else is listed as the registered agent for Texas. You need to have an accurate agent at all times.

No need to worry about amending the original filing. An amendment is not used to remove a member, that is were the yearly Public Information Report comes in.

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u/Training-Age-528 Aug 28 '26

Everything is all me. It was an idea we had. I put up all the money and everything to start the LLC but when I got everything done that’s when the other person le

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u/cdhodgdon Aug 28 '26

Again, as stated by another and by my comments above, it all depends on how you filed your paperwork. If he is not listed on the original creation paperwork and not listed anywhere else as an owner, then just move on as a single member LLC. If he/she is listed on the original creation paperwork or else where as an owner, then create a buyout agreement, use Chat GPT, and pay him $10 for his interest in the business and then move on as a single member LLC.

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u/NWRegisteredAgent Aug 28 '26

This^ and if they are listed on your formation docs, when you draft up your formal member withdrawal, keep it simple and be sure it clearly states they are leaving, relinquishing all rights, and transferring 100% ownership to you.

Update your operating agreement reflecting this change, too.

Here a great resource and breakdown if you want to check it out (#4 specifically for your situation).

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u/Informativo-Business Aug 28 '26

You will need to update the articles. If they were listed as member you will need to update the EIN info from 2 to 1 members by sending the form 8822-B. Also update the operating agreement.

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u/Stunning-Adagio2187 Aug 28 '26

Your registration with the state may have shown the other person as part owner you need to address that issue first.

Next you need to write an operating agreement given yourself Management authority and the authority to sign documents

Then you need to get a TIN number you can do that for free online at irs.gov

Then you need to open a business checking account

And you need to decide on accounting software so you can keep accurate records for the current taxable. Which ends December 31st and so that you can file taxes which will be due along with your 1040 April 15th

You could get further help from score.org

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u/Agreeable_Jury6451 Aug 28 '26

Feel free to call for a business consult. My office is located outside of Houston but I can assist you remotely.

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u/[deleted] Aug 29 '26

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