Search - "Contribution of Property"

In a number of rulings given respecting the conversion of regular Delaware or California corporations to LLCs (for example 2004-0065921R3 respecting the conversion of "USco 2" to "LLC2"), the description of the "shares" of the new LLC included a description of its capital: "Capital" of Shares is the aggregate of all amounts paid to LLC 2 and the monetary value at the time of contribution of property contributed to LLC 2 (in each case including amounts paid or contributed prior to USco 2's conversion to LLC 2) in consideration for the issuance of Shares together with any amounts added thereto by the Board of Managers or the Stockholders in accordance with the provisions of the LLC 2 Agreement, less the aggregate of all amounts by which such capital has been reduced by the Stockholders or the Board of Managers in accordance with the LLC 2 Agreement. ...