Should I Start an LLC to Angel Invest? (2024)

You’ve probably never heard of Mike Walsh and Orin Michaels, but they both angel invested $55,000 into Uber’s seed round. Guess how much that $5,000 investment turned into – $25 million. That’s a 5,000x return!

Angel investing can be incredibly lucrative, providing asymmetric upside where you put in a little bit of money and can get a lot of return in terms of financial upside.

So in this article, we’re going to cover how you can start angel investing with an LLC.

Let’s dive in.

Why an LLC is a Good Option for Angel Investors

For angel investors in the US, it’s worth considering whether setting up a limited liability company to manage your investments is a good option.

There are several benefits to doing so, such as:

• the ability to organize investments across multiple people

• maintain privacy

• build an investing brand

• manage business-related expenses

• easily transfer ownership

However, investing through an LLC typically doesn’t offer any tax advantages compared to investing as an individual. So, while there are advantages to starting an LLC for angel investing, it’s important to weigh these against any potential downsides before making a decision.

What Is an LLC?

In simple terms, an LLC, or limited liability company, is a legal entity that’s established to operate a business or hold assets. It’s a flexible structure that can be owned by a single person, known as a single-member LLC, or by two or more people, known as a multi-member LLC.

In a nutshell, an LLC helps protect its owners or members from personal liability in case the company faces legal or financial issues. This means that their personal assets, like their homes and savings accounts, won’t be at risk.

So, while forming an LLC isn’t always necessary to invest, it can be a good idea if you want to protect your personal assets from any potential legal or financial troubles that the company may face.

Learn more about how to set up a US LLC from anywhere in the world.

What Is Angel Investing?

Angel investors are individuals or groups of high-net-worth people who provide capital for startup businesses. They are a form of venture capitalist, investing in risky start-up companies with the hope that these investments will yield high returns.

Angel investors typically invest their own money, rather than borrowing funds from financial institutions, and they often provide guidance as well as money to help the startup succeed. Angel investors usually have an entrepreneurial background, which makes them ideal mentors for young entrepreneurs.

Angel investors may also take on roles such as advisors or directors in a company if necessary. Their role is often focused on building relationships between the company and potential customers or strategic partners. They also provide emotional assistance and encouragement during difficult periods when morale is low or expectations are not being met by the startup’s employees or management team.

7 Reasons to Start an LLC to Angel Invest

Here are a few main reasons to start an LLC to angel invest:

Limited Liability

Starting an LLC can protect an investor’s personal assets in case of legal or financial issues with the companies they invest in.

For example, if an angel investor invests using an LLC, they can only lose up to the amount they invested in the company if it fails; they would not be liable for any other debts or obligations of the company. With an LLC, the investor’s personal assets, such as their home, savings accounts, and cars, are all off-limits to creditors of the company. This means that if a lawsuit were brought against the company, none of the investor’s personal assets could be taken away.

Pass-Through Taxation

LLCs are usually taxed as pass-through entities, which means that the profits and losses of the business go through to the individual investors’ personal tax returns. This can lead to potentially lower tax rates than other business structures.

Self-Employment Tax

Starting an LLC for angel investing can provide a tax benefit through its pass-through taxation structure. This means that instead of the business being taxed at the corporate level, the profits and losses of the LLC pass through to the individual investors’ personal tax returns. This can result in potentially lower tax rates for LLC investors compared to other business structures like a C corporation, which is taxed both at the corporate and individual levels.

Flexibility

LLCs offer flexibility in terms of ownership and management structure. Investors can divide ownership and management responsibilities in a way that works best for them, instead of being subject to a strict hierarchy.

Privacy

Investing through an LLC can protect an investor’s personal information and avoid potential unwanted publicity that may come with high-profile investments.

Investment Vehicle

By starting an LLC, investors can pool their resources together to make joint investment decisions. This can give access to a larger pool of funds, allowing for bigger investments than would be possible as an individual investor.

Exit Strategy

One of the reasons to consider starting an LLC for angel investing is the importance of having an exit strategy. An LLC can provide flexibility and control for investors when it comes to exiting an investment.

For example, if an LLC invests in a startup company and the investment eventually becomes successful, there are various ways the LLC can exit the investment and realize its profits. This can include selling the LLC’s ownership stake in the company to another investor or strategic buyer, or the company may choose to go public through an Initial Public Offering (IPO).

How to Start an LLC to Angel Invest

To form an LLC to angel invest, there are a few key steps:

1. Decide on the name of your LLC. This can be anything that isn’t already taken by another existing business in your state.

2. File the necessary paperwork with your state’s Secretary of State to register your LLC and make it legally recognized.

3. Create an Operating Agreement for your LLC, which is a document that outlines the rules and regulations of the company. This should include how investments will be made, how profits will be distributed, etc.

4. Obtain any necessary licenses or permits required by law to carry out angel investing activities in your state.

5. Open a bank account specifically for the LLC and deposit any funds you plan to use for investments.

6. Determine which type of angel investor you want to be (i.e., active or passive) and what types of investments you would like to make (e.g., real estate, stocks, cryptocurrency, etc.).

7. Research potential investment opportunities thoroughly before making any decisions. This includes researching the industry, analyzing financial statements, reviewing legal documents such as contracts and partnerships agreements, talking with other investors about their experiences with a particular opportunity, etc.

8. Negotiate the terms of each deal carefully and don’t be afraid to walk away from anything that doesn’t feel right or meet your expectations in terms of return on investment (ROI).

9. Monitor each investment closely after it is made to track its performance and take corrective action if needed.

Factors to Consider Before Forming an LLC

While forming an LLC to angel invest offers many benefits, there are also some potential disadvantages to consider. Here are two factors to keep in mind:

Cost and Complexity: Compared to other business structures, forming an LLC can be more costly and complex. There may be filing fees, legal fees, and ongoing maintenance costs associated with running an LLC. Also, the legal requirements and regulations for LLCs can be more complicated than for other business structures.

Limitations: While an LLC can provide some liability protection for investors, it may not be foolproof. In some cases, courts have been known to “pierce the corporate veil” of LLCs, meaning that personal liability can still be imposed on investors. To avoid this, it’s important to ensure that the LLC is properly structured, maintained, and operated according to the law.

doola for Angel Investing

Starting an LLC for angel investing can offer a range of benefits such as limited liability, pass-through taxation, pooling of resources, flexibility, privacy, and branding opportunities. However, it is important to consider the potential disadvantages such as increased paperwork and costs, and potential limitations on fundraising.

Regardless of the decision, proper bookkeeping and financial management are crucial for any business owner. doola can provide the support needed to simplify bookkeeping and financial management, allowing business owners to focus on their core operations and growth strategies.

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