All Incserv offices will be closed on Monday, September 7th, 2020 in observance of Labor Day.
Incserv will resume regular business hours on Tuesday, September 8th, 2020.
Have a Safe and Happy Holiday Weekend!
Pt 8: UCC Searches – Multiple Debtors, Multiple Jurisdiction Searches
For the eighth installment in our series on The Perplexing World of Uniform Commercial Code Demystified, we’d like to talk about large project style requests or Multiple Debtors, Multiple Jurisdiction Searches… We Can Handle It!
There you are, losing sleep over that massive closing coming up. You require Debtor Due Diligence on Multiple Debtor companies and individuals, in Multiple Jurisdiction locations. Maybe you even need Certified Copies of Charter Documents or Certificates of Good Standing. You need them all in a few days and to be delivered in a nice neat package. What do you do? Who do you turn to?
We Can Handle It! Rest assured – Incserv can help! Whether you are preparing in advance and need Charter Documents now with Good Standings the day of closing, or perhaps a Bring-Down Letter, we can handle it! Whether you have one debtor name and jurisdiction or forty, we can handle it! Our results coversheets come with all due diligence searches whether certified or plain, whether clear or records and copies returned, We Can Handle It! So, sleep tight and give us a call in the morning.
You can request a Debtor Due Diligence Search nationwide with us today either online or by sending your request to orders@incserv.com. Please give us a call if you have any questions or would like additional information. We look forward to hearing from you and stay-tuned for our next segment on Where to Search!
Chinese Embassy Legalizations Are Possible! …but only as an emergency.
Most embassies remain closed to the legalization process, but China has adopted some procedures to allow legalizations to proceed, but only as an emergency! Send us an email at dcorders@incserv.com for help. This blog outlines the steps we have learned to complete this process. Note that this process is subject to change without warning.
1) Submission of preliminary form. A preliminary form (or template) must be sent to the embassy, outlining details of the legalization and explanation for why an emergency exception should be granted.
2) Preliminary acceptance or rejection of emergency explanation. If the preliminary form is accepted, the embassy will schedule an appointment to drop off the necessary documents, generally on a Friday one or two weeks after acceptance. If the preliminary form is not accepted, the embassy may offer an explanation and allow the applicant to update the form.
3) Drop off and pickup of legalized document. Documents must be delivered to the embassy at the scheduled drop off time, and document pickup is generally a week after drop off. Wait time for dropping off and retrieving documents are each between one and three hours.
4) Official acceptance (fingers crossed). Only at the time of document pickup will the embassy inform the submitting agent if the documents are accepted. If the documents are accepted, payment is made at the time of pickup. If the document is NOT accepted, submitter will have to wait until the embassy is accepting routine legalizations. Pickup of completed documents can take anywhere from one to three hours.
As of the time of this blog (8/19/20), the process takes at least two weeks and total wait times in the embassy can be anywhere from two to six hours. The process can be time consuming and very expensive.
In spite of the difficulty in the process, we have had success in ushering documents through this process. If you need an emergency legalization in China — reach out to us at dcorders@incserv.com.
PT 7: UCC Searches – What is needed to perform a search?
For the seventh installment in our series on The Perplexing World of Uniform Commercial Code Demystified, we’d like to talk about What is needed to perform a search?
As we’ve learned throughout this series, a Debtor can be an Organization (Corporation, Limited Liability Company, etc.) either Domestic to the U.S. or an International company, or it can be an Individual. Much like part 2 of this series, which indicated how a debtor should be listed on a UCC filing, the searching should match. However, the States have some fail-safes to catch small idiosyncrasies such as ignoring noise words like “a” or “of” and corporate indicators such as “Inc.” and “LLC” in an attempt to return as accurate a result as possible while accounting for possible human error. Therefore:
If the debtor is an organization, the target search name should match the last filed public record as filed with the Secretary of State where the entity is formed. For instance, if the corporation is filed under the name: “ABC Services, Inc.” it should be searched as such. If the organization filed for a name change*, the UCC-1 should be updated to reflect the change in the debtor name, via a UCC-3 Amendment. However, it’s possible that it was not and thus an additional target search name of the previous public record name should also be requested.
If the debtor is an individual, the target search name should match the individual’s unexpired driver’s license or ID card or (if no ID is available), their first and last name. For instance, if the driver’s license or ID card lists the person’s name as Joseph Jackson Smith, the UCC should be found under this name. However, it’s possible it was filed only under the first and last name and thus, most State systems will only allow searching by first and last. The middle name or initial will allow the end user (yourself or counsel) to determine which results belong to your Debtor.
You can request a Debtor Due Diligence Search nationwide with us today either online or by sending your request to orders@incserv.com. Please give us a call if you have any questions or would like additional information. We look forward to hearing from you and stay-tuned for our next segment on Where to Search!
*to enhance your Due Diligence Search, ask Incserv to perform a public record search on previous names of the Organization prior to searching for UCCs as well a Good Standing Certificate to complete your closing documents.
The Traditional LLC vs. the Series LLC: Which Is Better for Real Estate Investors?
Guest blogger: This article was written by Scott Smith, an Austin-based attorney and real estate investor specializing in asset protection. Was originally published on biggerpockets.com.
Most investors are familiar with a traditional LLC but not its more useful counterpart, the series LLC. A series LLC is a unique form of limited liability company that provides protection from liability across multiple individual “child” series within each main “parent” series LLC protected from liabilities arising from the other individual series. Each individual child series is treated as if it were its own LLC for liability purposes.
Why Is a Series LLC Better Than a Traditional LLC?
Traditional LLCs are just fine, and they’re useful entities to be sure. However, they do have their limits. That’s why we are such big fans of the series LLC—there’s no denying that its features make it a much wiser choice for the savvy, forward-thinking investor. The series LLC—or (S)LLC—offers anonymity, lawsuit protection, compartmentalized liabilities, and it may reduce operating costs and streamline administration. Here are the details on some of our favorite features of this increasingly popular entity.
The (S)LLC Allows You to Own More Than One Property
A traditional LLC is a tried-and-true method for managing a single property. However, the series LLC model allows you to create a “child” company for each individual asset. This structure is limited only by the number of properties you choose to own. Maybe you only have one property right now, and the traditional LLC seems like it would do you just fine. We encourage you to think more long-term about your goals as an investor. Even if you’re 80 percent sure you’re going to be a one-and-done investor, why limit yourself when you can leave your options open at no extra cost? That leads directly into the next great feature of the (S)LLC.
Related: The Pros & Cons of Using a New LLC for Every Property Purchase
Infinite Scalability Lets You Grow Your Business Forever
With the series LLC, creating a new “child” LLC is simple. When you decide to add to your portfolio, all you do is generate a brand new LLC underneath the parent corporation. It takes about as much time as sending a Christmas card, and even better, you can do it from your laptop. The series is a private document that you create on your computer, sign, and store in your safe.
Compartmentalization Offers the Best Asset Protection Plan for Investors With More Than One Property
You’ve probably heard the old adage about not putting all of your eggs in one basket. The (S)LLC essentially allows you to give each “egg” (or property) its own basket. Oh yeah, and those baskets aren’t your grandma’s wicker baskets. We’re talking about 100 percent solid steel boxes reinforced with concrete with a big-ass moat full of vicious alligators and flesh-eating piranhas swimming around the perimeter. That’s the level of security the structure provides.
Since each asset is isolated in its own series, should you ever be sued personally, your property will not be vulnerable to seizure. Assets are isolated for liability purposes, meaning lawsuits are often fruitless. The axiom that you can’t get blood from a stone is illustrated well here. Without anything to truly gain, most people aren’t going to try to sue you in the first place. Lawsuits are expensive. Who would want to pay their lawyer more than they could ever win? We’re sure there are some people who are extravagantly wealthy and so persuaded by pure spite that they might consider trying to come after you, but either we’ve lucked out and never met them—or the series LLC structure has kept them away from us and our clients.
Related: Yes, You Absolutely SHOULD Use an LLC to Invest in Real Estate: A Counterargument
Anonymity: So Much Easier With The (S)LLC
Anonymity is perhaps the most critical piece of your asset protection plan. Even if your assets are valuable, they are insulated in their own series (those steel boxes we mentioned above) so one has nothing to do with the other, and none have anything to do with you personally. We simply cannot say this enough to our clients or fellow investors: Anonymity stops lawsuits before they even start. Why? Nobody can successfully sue you or hold you liable for property that they cannot prove you own.
With these features, the series LLC is an excellent choice for real estate investors or anyone who needs a solid asset protection system. We recommend them a lot because the tool is as versatile as it is useful. We’ve seen it make and keep people very rich. Could the series LLC be the first big step you take in building your investment empire? Keep checking out our articles and other writing on the subject to learn more.
If you have any questions or need assistance, please feel free to reach out to Incserv via email at info@incserv.com or by calling 302.531.0855.