How to protect yourself when creating an LLC for two?

Question

Law in IT

We are doing an Internet project with a partner. The partner is in the Russian Federation, I am in Spain. We are opening an LLC, I will be the founder. We have known each other for many years since childhood, but in matters of money, sometimes relatives even have strange situations, so I would like to be safe from the very beginning. So the question is, do I bear any serious risks (financial or legislative) as a founder? Those. can a partner, for example, take out a large loan for our LLC, driving us both into debt or something like that? Sorry for the stupid questions in advance, just to be on the safe side. How can you protect yourself as much as possible in such a situation in order to sleep peacefully at night?

Answer 1

It’s better to turn directly to a good lawyer on such issues, otherwise Mom’s lawyers will advise here ...

Answer 2

Those. can a partner, for example, take out a large loan for our LLC, driving us both into debt or something like that?

Such things, in theory, should be regulated by the charter.
It can describe how decisions should be made so that there is no such thing as one founder making decisions to the detriment of others.
It is better to contact a lawyer to help write the charter.

Answer 3

For starters, "LLC" stands for "Limited Liability Company". Limited liability means that the company is liable for its obligations in the amount of its (owned by LLC) property, and no more. That is, you can drive an LLC into debt, but no one will be able to sue the personal property of the founders in payment of this debt. (With the exception of some extreme cases.)
Another thing is when the LLC begins to generate profit or just funds in the accounts, an unscrupulous partner may try to appropriate them bypassing the rest of the founders. And for this there are a lot of ways and schemes of varying degrees of legality.
There are only three options: either trust your partner, or keep him from such temptations with some kind of threat, or hire a lawyer to follow everything without wasting your time on it. But with a lawyer, in turn, the same problem of trust arises. with the same decisions. :)

Answer 4

We open LLC

Where, sorry? In RF? In Spain? They may have slightly different laws regarding legal entities, starting with the fact that there is no concept of "LLC" in Spain - there is SL (Sociedad de Responsabilidad Limitada) - here you can read
Only trust, alas.