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The Dual Class LLC is a special type of LLC that follows proposed IRS regulations which allow an LLC to be deemed analogous to a limited partnership for Federal Income Tax purposes. The Dual Class LLC is structured to admit both active, management-providing members (“General Members”) in addition to more passive, capital-contributing members (“Limited Members”). In doing so, the members/owners acting solely as limited partners are not subject to the Self Employment (“SE”) tax.

Here’s how it works
. The Dual Class LLC is divided as follows:

Class A General Member Units: The smaller manager class receives a priority preferred return of income (for example, a management or sales fee arrangement) that is contingent on the profitability of the LLC. As such, it may not be a fixed compensation amount or it will constitute a guaranteed amount, which is prohibited.

Class B Limited Member Units: This portion of the LLC membership interests is the cash-contributing members’ interest and is structured as a non-manager class qualifying for limited partner status. This class receives a cumulative preferred-priority return of profits based on their unreturned capital contributions, whereas the smaller active manager class would not.

Now for maximum flexibility, a Illinois Series-Dual Class LLC may be attractive.

With both a Series LLC and a Dual Class LLC, each series may be divided between General Members that are managing and performing a function that requires a particular area of expertise and Limited Members that are solely investing in a particular series and thus sharing only in the profits and losses of that specific series. For example, Crazy Horse is the sole owner of a Series LLC, AB, LLC. A Series involves operating a retail store for sales of greeting cards and gifts. Crazy Horse’s brother, Running Bull, has been a retail store manager on the reservation for 25 years, so Crazy Horse would be loco not to have Running Bull as a General Member, while his friend, Spitting Camel, is on the verge of retirement but wants to invest to get a steady income stream, so Spitting Camel will come on board as a Limited Member by putting up $50,000 worth of beads. Meanwhile, on the production end of things and in order to facilitate an intergenerational transfer of the business, Crazy Horse has it where he is the General Member managing Series B and the manufacture of greeting cards and gifts, while his young son, Blowing Horn, is investing $5,000 of capital as a Limited Member.

A IllinoisSeries-Dual Class LLC Operating Agreement is crucial. It is entered into by the Member(s) and the LLC. The Series-Dual Class LLC Operating Agreement is designed to take advantage of the Series LLC concept by creating one or more series of interests with different classes of members per series, which will allow diverse business objectives. View our Illinois Series-Dual Class LLC list of services, speed of service options, and shipping options below.

How to Build Your Business

Start-Up Essentials

How to Save Money on Taxes


Effectively Controlling Your Business

Asset Protection / How to Protect Your Business

Which LLC is Best for Your Business

Start-Up Money for Your Business

What You Need if You are Hiring Workers

How to Build Credit for Your Business

Your Success Starts with Knowledge

Shipping information

Shipment of your Entity Records Book and Seal
  • Regular Service - $32.95
  • Next Day Service - $62.95
  • Office Pickup – No Shipping Charge, only pay processing and handling fee - $19.95
  • Regular Service outside Illinois - $32.95
  • Next Day Service outside Illinois - $62.95
Worldwide electronic transfer of documents - delivered to you the same day entity documents are ready.
  • Electronic transfer of entity records in PDF format, depending on your order, includes approximately 20 to 30 plus pages. (Excludes Entity Binder and Seal) - $25.95
  • Electronic transfer of entity records in PDF format, depending on your order, includes approximately 20 to 30 plus pages with 16 Facsimile Seals (Excludes Entity Binder) - $32.95
Shipping to Canada or North America
  • Regular Service to Canada or North America (approximately 3-5 business days for delivery) - $126.95
  • Expedited Shipping to Canada or North America (Next Day Service) - $205.95
Shipping to Mexico or South America
  • Regular Service to Mexico or South America (approximately 7 business days for delivery) - $105.95
  • Expedited Shipping to Mexico or South America (approximately 2 business days for delivery) - $213.95
Shipping to countries in Europe
  • Regular Service to Europe (approximately 4 business days for delivery) - $282.95
  • Expedited Shipping to Europe (approximately 2 business days for delivery) - $304.95
Shipping to Asia
  • Regular Service to Asia (approximately 4 business days for delivery) - $254.95
  • Expedited Shipping to Asia (approximately 3 business days for delivery) - $283.95
Shipping to Africa
  • Regular Service to Africa (approximately 4 business days for delivery) - $392.95
  • Expedited Shipping to Africa (approximately 3 business days for delivery) - $487.95
Shipping to Australia
  • Regular Service to Australia (approximately 7 business days for delivery) - $278.95
  • Expedited Shipping to Africa (approximately 3 business days for delivery) - $314.95

Speed of services

  • If you need a corporation immediately, we have many Illinois corporations, both current year and aged, which are ready for delivery. This is the best option for clients who need a corporation within 0 business days. For more information and a complete list of all our Reddi or Shelf corporations CLICK HERE or call our office at (888) 520-7800 for details.

  • If you need your LLC formed very urgently, for an additional $700 (due to higher state filing fees) we can expedite the registration of the LLC and the preparation of the LLC records and the LLC package will be ready the same day. Please be aware that your order must be finalized with full confirmed payment and oral communications between yourself and our office prior to 1:00 p.m., Illinois time, the day of the shipment.
  • If you need your Company formed urgently, for an additional $250, we can expedite the registration of the Company, the preparation of the Corporate Records and the Corporate Package will be ready in 2 business days.
  • If you need to incorporate fast, we offer a 4 Day Incorporation Service for an additional $175. We will expedite the registration of the Company, the preparation of the Corporate Records and the Corporate Package will be ready in 4 business days.
  • The Company Package is complete and includes Certificate of Organization, By-Laws, Company Book, Company Seal, Preliminary Name Search, State Filing Fees, and Attorneys Fees. Any additional documents or agreements you may order will also be delivered with your Company Records book. We complete your paperwork the same day you place your order and speak with us. Then your documents are immediately sent to the State of Illinois for filing. The State of Illinois files the documents received from us according to their own work flow schedule. This process varies depending on the time of year but generally takes 4 to 6 weeks. So if you need your company sooner select one of our expedited services.
  • We offer three levels of rush service. When you opt for one of our rush services, we guarantee to promptly deliver your Corporation to the State for processing, however, if the State is backlogged, you may experience a delay in receiving your documents. We strive to have all rush orders ready as soon as humanly possible, however if time is of the essence you may opt for one of our Reddi Corps which are ready for immediate delivery.


Beyond the initial corporation or LLC setup there are additional legal services that you should expect, without additional charge, from whomever you choose to form your Corporation or LLC. Each order placed with Spiegel & Utrera, P.A. includes one on one personalized service from one of our associates. We believe our clients should expect superior customer service, from our law firm. That means explaining the different issues relevant to incorporating or organizing a LLC in a manner that is easy for the client to understand. That way you as a business person can make informed choices when you set up your corporation or LLC.

There are many relevant issues you need to take into consideration but which you may not be aware of when starting a new business: different tax advantages available to you; indemnification and covenant not to sue; federal, state and local filing requirements; name protection; choices of entity structure set up; available agreements and the importance of maintaining corporate and LLC company formalities and complete records; lease reviews; and contracts.

When you use our firm to incorporate or organize your LLC, we will continue to provide you with a toll free number for a 30-day period after incorporating or organizing your LLC so that you may contact our firm whenever you need legal assistance. You can even become a member of our General Counsel Club at a discount, when you incorporate or organize your LLC, and get unlimited legal advice by phone for the entire year.

Seven Powerful Reasons to Incorporate or Organize an LLC

  • Protect yourself from personal liability
  • Business Tax Deductions
  • Minimize IRS Audits
  • Privacy
  • Use of a Marketing framework
  • Raising capital
  • Easy transfer of ownership
Overall discussion of the tax advantages of incorporating or organizing a LLC

Spiegel & Utrera, P.A. has achieved success because we offer Information, Guidance and Counsel with every corporation or limited liability company formed!

We are the low cost providers of incorporation and LLC formation services. This year we will form over 10,000 corporations and LLC's.

Most of our clients are repeat customers or referred to us by users of our services.

Need help Incorporating or Forming your Limited Liability Company? Give us a Call Today! | Frequently Asked Questions

SPIEGEL & UTRERA, P.A. is your one source for business legal services.
Would you rather speak to a lawyer? A Spiegel & Utrera, P.A. associate is ready to take your call.

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