Lessons 7 · 1 lessons · U. G‘afurov, Q. Sharipov. Basics of Entrepreneurship: textbook for Grade 11 of general secondary schools and for secondary specialised and vocational institutions. 1st edition. “O‘zbekiston” publishing house, Tashkent, 2018
7
The limited liability company (LLC)
Textbook: pp. 34–37
GoalExplain the essence of a limited liability company (LLC), its founders, charter fund, liability, profit distribution, advantages and disadvantages, and calculate profit distribution by shares.
New words
limited liability company (LLC): a company whose members answer for its obligations only within the contribution they made · Mas’uliyati cheklangan jamiyat (MCHJ)share (stake): a member’s part of the charter fund · Ulushdividend: income paid to an owner out of a company’s profit · Dividendnet profit: profit left after all payments and taxes · Sof foyda
Explanation
An LLC is a legal entity formed by one or several natural or legal persons (including foreign citizens and organisations) whose charter fund is divided into shares set in the founding documents. Its most important feature: members answer for the company’s obligations not with their own property but only within the value of their contribution. The minimum charter fund is set by law (the textbook gave 40 times the minimum wage in 2018; check the current requirement in the law) and the number of members is also limited by law (50 in the textbook); if it is exceeded, a change to another form may be required. The day-to-day work is managed by a director elected or appointed by the members, and members need not work in the business personally. Profit is distributed among participants in proportion to their shares, and a declared dividend is taxed at the rate set in the Tax Code. The advantages are limited liability and the ability to raise more money by pooling shares; the disadvantages are the limit on the number of members, the need to follow the law and the charter when passing a share to another person, and the fact that important decisions require agreement, which can slow the process.
Worked examples
Profit distribution: the net profit of “Bahor” LLC is 60 000 000 so‘m. Shares: A — 50 %, B — 30 %, C — 20 %. A: 60 000 000 × 50 / 100 = 30 000 000; B: 60 000 000 × 30 / 100 = 18 000 000; C: 60 000 000 × 20 / 100 = 12 000 000 so‘m.
Dividend tax (assumed rate): for this exercise assume the tax on dividends is 5 % (check the real rate in the Tax Code). If B’s dividend is 18 000 000 so‘m, the tax is 18 000 000 × 5 / 100 = 900 000 so‘m.
Class activity
Founders’ meeting: three students role-play the founders of an LLC. For one imaginary LLC (for example making paper bags) they agree on a name, shares (in per cent) and who is director, and draw a “profit distribution” table. They calculate it for an assumed profit of 40 000 000 so‘m.
Practice
1
How do members of an LLC answer for obligations?
Only within the value of the contribution (share) made; not with personal property.
2
How does an LLC differ from a private enterprise? Name two differences.
An LLC may have several founders, including legal entities; liability is limited to the contribution and the charter fund is divided into shares.
3
An LLC’s net profit is 72 000 000 so‘m. A participant owns 35 %. How many so‘m is his or her profit share?
25200000
4
Assumed dividend tax is 5 %. A participant’s dividend is 25 200 000 so‘m. How many so‘m is the tax?