Recent News

Because I work so closely with real estate investors who use LLCs for their investment properties, I am frequently asked whether they should put their primary residence in an LLC. Most people are aware that an LLC can provide liability protection for assets and may provide tax benefits. There are substantial downsides, however, associated with… Read More

Virtually every lawsuit involving disputes among owners of closely held or family-owned businesses includes a claim for “breach of fiduciary duty”.  You may have heard of a fiduciary duty, but would you know one if you saw it?  In this week’s post, let us discuss fiduciary duties in the context of Washington LLCs. Loyalty, Care,… Read More

Lawyers, doctors, accountants, and other professionals cannot engage in the “corporate” practice of their professions, except through authorized entities.  Professional LLCs and professional service corporations are two such authorized entities.  When considering which entity may be right for you, it is important to note their differences. At least three issues distinguish professional LLCs from professional… Read More

On May 11, 2021, Division II of the Washington Court of Appeals issued an opinion arising out of a corporation owned by the Rees family.  The case is interesting for a host of reasons, but the focus of this article is minority oppression. The Family v. Don Rees Don Rees owned 51% and his wife,… Read More

Investors regularly make the mistake of assuming they do not need a written LLC agreement when they form a single-member entity. In the absence of a written LLC agreement, statutory default rules apply, which often come with surprising consequences. A Hypothetical Let us consider, for example, you purchase a fourplex in your own name then transfer… Read More

Recently, the Washington State Supreme Court published its decision in Silver v. Rudeen Mgmt. Co, a case surrounding Washington’s Residential Landlord Tenant Act (RLTA), RCW 59.18. The issue in Silver was the statute of limitations for recovery of a tenant’s security deposit. Facts Thomas Silver leased an apartment from Rudeen Mgmt. Co. from 2012-2015. Silver… Read More

The City of Burien established a Rental Housing Inspection Program in September 2019 which applies to apartments, duplexes, triplexes and four-plexes. Currently, single-family homes, condos, townhomes, short-term rentals, and others are exempt from the licensing and inspection requirements in the City of Burien. In the City of Burien, the rental license is managed by the… Read More

Real estate investors regularly purchase investment property in their name and transfer the property to a wholly owned LLC after closing the purchase. In this case, on purchase, the “insured” is a person for title insurance. What happens to title insurance once the investor transfers the property to their LLC? This question was addressed in… Read More

In last week’s blog, I discussed restrictions on the transfer of shares in a shareholder agreement. This week, taking it a step further, I will discuss certain transfer restrictions discussed in a recent Washington Court of Appeals Case: Hammond v. Everett Clinic, PLLC, No. 80772-2-I, 2021 WL 961130 (Wn. App. Mar. 15, 2021). Case Dispute… Read More