We are California based investors who just recently got a park in Missouri under contract. Does anyone have a recommendation for a lawyer with MHP experience who can help us set up the legal entities necessary for our park?
There will be 3 partners with varying investments. The park will have both POH rentals and lot renters. I plan to use the organizational structure outlined by Frank at MHU but would like an experienced attorney to help guide us through the process including determining which states to organize in. In the long run this group intends to buy more parks in different states so we would like to establish a sound framework that can develop into a larger portfolio.
The options here are numerous, but I would have a Missouri LLC for the Park, a Missouri LLC for the Homes (which will drag down your profits and may need cash infusions from partners), and probably a California company too , but I don’t know too much about that. (The idea is the California company governs the agreement between the California people and captures all the California activity so as to “shield” your Missouri activity from being considered managed from California and therefore subject to California tax.
The implications of the structure are far too involved to discuss here so you should get a California lawyer involved to advise you. Your structure and the personal involvement or not of the investors will determine what kinds of bank loans you will be able to obtain. (Who is the borrower – Missouri Park or California People?) This is a big decision.
I’m kind of a tax guy and one of the issues that jumps out is where are you going to pay tax? You want to avoid the worst case which is BOTH MIssouri and California tax you because they each think they deserve to.
Who owns what percentages of what? Who is responsible for (consistent) tax filings? (By “consistent” I mean you ideally want to have income allocated to and taxed by either CA OR MO but not both (and also not disappeared!))
Such considerations will affect whether the MIssouri LLC’s are owned by people, or other company, or combination. There is also the issue of control. The LLC agreement should tell everyone (including the bank) how the control and money are supposed to be rationed/apportioned/etc.
The bank may have a say in it too – what the bank wants, it usually gets. Or you get another bank. So find out what kind of org structure your likely bank can get on board with. They’re “like” an investor also.