Corporate Law Partnership to LLC

[srjjn]

I am considering going from a partnership to an LLC, due to an incident that happen a while back where I haven't been sued but an leary of being sued in the future. Is this feasible? and if so what do I need to do to make it happen?
Also if sued from prior incident if I become an LLC - would they sue me as the prior partenrship or an LLC?

 

[seniorjudge]

They will sue you as you were when the accident happened.

Changing to an LLC now has no effect on a lawsuit that may be filed against you when you were a partnership.

 

[David_Staub]

As seniorjudge says, the conversion of your partnership to an LLC won't affect liabilities which arose while the business was a partnership.

The good news is that you can limit future liabilities. The IRS has ruled that a conversion from a partnership to an LLC is treated as if the partnership simply continued, assuming all of the allocations of profits, losses, liabilities, etc... remain the same. Rev. Rul. 95-37, 1995-1 C.B. 130. You don't even change FEIN numbers!

The "how" part depends on your state law. Some states provide a specific mechanism for converting from a general partnership to an LLC. You will need to check the law of your state.