How do the House and Senate differ when it comes to debate?
With four times the membership, the House follows procedures closely and limits debate. Debate is nearly unlimited in the Senate and all members have an opportunity to influence legislation. Senators feel less pressure to move quickly on issues. The Senate does not have a position similar to Speaker.
How long can senators debate a bill?
Under the terms of this agreement, for example, the Senate as a whole may debate each amendment for no more than one hour. There is also a two-hour time limit for debate on the bill itself (that is, “general debate”).
What is a 2 3 vote?
A two-thirds vote, when unqualified, means two-thirds or more of the votes cast. For example, if an organization has 150 members and at a meeting 30 members are present with 25 votes cast, a “two-thirds vote” would be 17.
What is a supermajority vote in LLC?
Supermajority in Interest means the vote of at least seventy five percent (75%) of all Percentage Interest in the LLC.
What determines how voting rights are apportioned in an LLC?
The operating agreement should establish who has the right to vote, what those rights are based on, what types of matters members must vote on, and whether votes must have a simple majority or a supermajority to pass a measure.
Can an LLC have voting and nonvoting stock?
Because LLCs do not issue stock, there are not “shareholders” or “stockholders” in LLCs. LLCs do have “members,” which hold ownership units in the LLC. There can be different classes of membership units with different rights and duties. For example, an LLC can designate Voting and Non-Voting membership units.
Can an LLC merger?
An LLC must go through a state agency to merge with another LLC. Once the merger takes effect, one of the LLCs ceases to exist. Property previously owned by each LLC vests in the surviving LLC, and the financial obligations of both LLCs become the obligations of the surviving LLC.
Can an LLC do a tax free reorganization?
Because states do not provide for statutory divisions, all divisions of partnerships and LLCs occur through asset transfers. If the parties to a merger or division of a partnership or LLC do not carry out the reorganization in one of those two forms, tax law will treat the transaction as an assets-over reorganization.
How do I merge an S Corp and an LLC?
How to Merge an LLC Into an S-Corporation
- Decide the terms of the merger. The parties to the merger must agree to the terms of the merger.
- Draft the merger agreement. After the parties agree to the terms of the merger, they draft a merger agreement.
- Transfer assets.
- Submit tax forms.
What is a tax free reorganization?
The main use and advantage of a tax-free reorganization is to acquire or dispose of the assets of a business without generating the income tax consequences that would result in a straight sale or purchase of those assets.
What three conditions must be met for a completely tax-free incorporation?
In addition, a tax-free reorganization generally must also satisfy the three judicial requirements (continuity of interest, continuity of business enterprise, and business purpose) that apply to all tax-free reorganizations.
How do I do a tax-free merger?
Forward Triangular Merger (“A” Reorganization) The buyer must acquire “substantially all” of the target’s assets (defined as at least 70% and 90% of the FV of the target’s gross assets and net assets, respectively) for the transaction to qualify for tax-free treatment.