Attorney Chat for starting a partnership with multiple investors

Attorney Chat for starting a partnership with multiple investors

Real Estate Agent · Slidell, LA · Member since 2017 · 207 posts · 267 votes

Good evening BP,

Tomorrow, I start my journey into flipping and creating more income for the family!!! I will be speaking with an attorney to structure a partnership that will involve multiple investors (10) on individual flips. I would like to structure the partnership such that the entity does not get taxed for the capital that it gains, but passes that down to each individual partner (if possible). I am going to do a 50/50 split on all capital gains on each adventure.

My goal is to bring in novice investors and teach them the ins and outs of flipping, multifamily residence management, and ultimately getting them passive income after the third flip.

We would flip three and buy one, rinsing and repeating for several years until we have enough passive income and equity to use a blanket loan to buy a 100 unit something in the area. 

My investors would only do covering costs, I would cover downpayments on each property.  If the flip goes "well," I would get my downpayment back and the investors would get their covering cost back, and then we would split the capital gains 50/50. Currently only two investors are ready so I only have to find two flips once I am done  with the attorney, but I would love to get up to the 10 flips a year point and bring in more investors.

I already have about 3k in passive income coming in but I would like to expand into flipping so I can buy more multi-family residences, then expanding my passive income even further.

What questions should I be asking my attorney? 

How do I safeguard my investors? 

What am I missing? 

I do have a solid market that I can invest in, and that I have been looking at for several months. I know it is being gentrified and housing market in that little market is pretty stable. 

What other tools do I need to be using other than Zillow, BP, city-feet, flip-analyzer, etc. 

Thank you for all the support!!!!

Johnny

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  • Will BarnardPro Member
    Moderator
    Developer · Santa Clarita, CA · Member since 2008 · 15k+ posts · 10k+ votes
    9y

    First off, flipping income is not taxed as capital gains nor is it called a capital gain, it is taxed as ordinary income and you pay at your marginal tax rate.

    If you form an LLC, which is a "pass through entity", then the profits from the flip are passed down to each member via a K1 and subsequently reported on each members individual taxes.

    If you form an S-Corp, you have a different process. I would advise that you speak to your CPA or attorney on this as I am not one and the above is not legal or tax advice.

  • Real Estate Agent · Slidell, LA · Member since 2017 · 207 posts · 267 votes
    9y

    Will, thank you for your quick response. I have an LLC built but I am wondering if I need to restructure it if built it wrong ie just my wife and I are on it.

    What I would like to do is build several small partnerships from the LLC (if possible).

  • Real Estate Consultant · Camarillo, CA · Member since 2010 · 2k+ posts · 1k+ votes
    9y

    You also need to talk to an SEC attorney since what you are doing, is forming an security.  You are looking at forming an equity fund. @Jillian Sidoti can help you with setting this up legally.

  • Professional · Murrieta, CA · Member since 2013 · 405 posts · 458 votes
    9y

    Hi! Thanks, Jeff. Please let me know what you need, @Johnny Quilenderino

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