I want to transfer my Ohio LLC to a new business partner

You'll need to amend the articles of organization if you're changing from member-managed to manager-managed or adding members, but the operating company agreement is where the real transfer happens. Ohio doesn't require you to file the operating agreement, so the LLC transfer is mostly an internal document thing.

Following this. I'm in a similar boat but with a partnership in Columbus. Let me know what you find out out.

Just make sure you don't accidentally create a new taxable event. Transferring ownership can trigger gift tax or capital gains depending on how you structure it. That's the part people forget.

Ohio Secretary of State has a pretty straightforward amendment form.But honestly, the SOS filing is the easy part. The hard part is making sure your new partner actually pays what they're supposed to and you both agree on roles. Get it in writing.

Also, if you have any liens or debts under the LLC, transferring ownership doesn't automatically release you from personal guarantees. Banks don't care who the new member is unless they sign on too.

I transferred my LLC to my brother last year. It was a nightmare because we didn't update the EIN with the IRS. Took months to sort out. So don't forget the IRS, especially if you're changing responsible party.

^^ This. The EIN stays the same but you need to update the responsible party. And if you're adding a partner, you might need a new EIN if the LLC elects to be taxed as a partnership. Check with a CPA.

Why not just form a new LLC with both of you as members and dissolve the old one? Simpler in some ways, messier in others. Just a thought.

That's usually worse. You lose the history, the EIN, any licenses, and you might trigger a taxable liquidation. Not worth it unless there's a specific reason.

I've heard some people just do a membership interest assignment and don't even tell the state. Is that legal?

It might be technically legal under Ohio law if the operating agreement allows it, but it's a bad idea. You still need to update your internal records and probably the SOS filing to reflect the new member. Otherwise, the state records are wrong, and that can cause problems later.

Good luck. Just don't use LegalZoom for this unless you want a headache.

One more thing: if your LLC owns real estate, you might need to record the transfer with the county. And check for any transfer tax. Ohio has a real property transfer tax.

That's only if the LLC transf ers the property, not if the ownership of the LLC changes. But yeah, if the LLC itself is transferred, it's usually not a real estate transfer. Still, good to check.