Are there options for sharing the profits of a business other than an LLC?

Question

Mobile development

We make applications for the AppStore with a partner. He lives in Russia, I'm abroad. We decided to act according to the following scheme: The partner submitted documents for opening an LLC for himself. One of these days LLC will be ready. Further, I, living abroad, will send him an application by mail to join as a founder with a share of 51%.

I have some concerns, or rather the question of how to insure. Is this hypothetically possible? For example, a partner registers an LLC with our charter, then I send him an application, and while the application is in progress, he changes the charter for himself and, accordingly, I enter this LLC with its new charter. Is it possible to somehow insure yourself in this case with this option?

Or perhaps in our case there are options for dividing the profits of a business, except for an LLC?

Answer 1

What prevented you from immediately opening an LLC with two founders?

Or perhaps in our case there are options for dividing the profits of a business, except for an LLC?

- What exactly do you mean by this?

division of business profits

- this is one thing, but the LLC section is completely different.

application by mail on joining as a founder with a share of 51%

- nice)))
And how to sign the memorandum of association, hold a meeting and sign the protocol? Approve a new version of the Charter (I highly recommend, but not a template version)?
How do you imagine all this? Throw the TIN into the studio))

Answer 2

There is also a form of a joint-stock company, but there are much more problems with them than with an LLC.
And what prevented you from immediately opening an LLC with two founders?
It is also not very clear what you want to insure against. If you are afraid of changes in the charter before you enter the case, simply do not start operations until all the paperwork formalities are settled.

Answer 3

In the Russian Federation, in fact, only LLC is suitable for IT startups.
For a number of reasons, the main of which is: only in an LLC, the property of an LLC belongs to the participants in the LLC. (The participant is not equal to the founder, although the founders become participants after registration)).
It is clear why your partner did not immediately register both of them for this LLC, but now he will definitely face some of the "those" organizational and paper problems, despite the already ready LLC.
And yes, you will need as a whole package of new documents - a new (with a very high probability) Charter (since _usually_ there is a difference in the charters for one and several participants), _required_ - the Memorandum and minutes of the meeting with the decision to approve the Charter and sign the Memorandum of Association, and plus from you legalized certifying documents for you as a new member.
If the partner is silent about all this now, then either he is about to say, or he is trying to do everything according to some dubious (lawyer)) lightweight "scheme", or ... Or he is not quite your future partner, but a partner to himself)
Good luck!
Py Sy should not be embarrassed to pay lawyers to check what the partner is doing. Especially if you are not in Russia. Trust in a partner is good, but you know how I say - "either we really trust each other and just shake hands and work now, or we sign an agreement in which everything will be detailed as much as possible. The third option is an agreement for show, but so - we are good and will not deceive - no need."
And further. (Longread turned out))
As an option for securing "now" - write down everything that you expect from a partner, and what you undertake to give him - and sign the corresponding contract.
With the assurance of signatures, it is clear - at least electronically, at least notarized.

Answer 4

Application for a share in an already registered LLC?
There is no such way to acquire a share in a legal entity.
But even if your friend has registered an LLC as the only participant, it is possible to conclude a corporate agreement with him. A corporate agreement may be concluded by the participants (shareholders) of the company with the company's creditors and third parties to ensure the legally protected interest of third parties.
Including, in accordance with this agreement, to acquire or alienate shares in the authorized capital at a certain price or upon the occurrence of certain circumstances, or to refrain from alienating shares until the occurrence of certain circumstances.
At a minimum, you must have a conceptual agreement with the second participant, which describes your business obligations and rights in relation to the company being founded.