My question involves business law in the state of: Texas
Let's start with an LLC with 3 members, owned equally. For business focus reasons, 2 of the members want to exit the LLC and form a new corp. The 1 remaining party has been inactive for years. No problem yet...
The new corp (with new EIN) needs to inherit the liabilities/assets (books), and IRS tax account (years of operating expenses to go against future earnings) of the parent and leave an 'empty shell' behind.
This is a cooperative split up, so getting things signed isn't an issue.
What needs to be drawn/signed/filed to do this?
Dave

