[WSBARP] Can PR deed decedent's real property owned by decedent's PLLC

[Jeff at bellanddavispllc.com]

Eric,

 

I misspoke, I assumed he was a PLLC, but the decedent was a single member
PS.  Do I still need to dissolve the PS to transfer the real property?

 

Jeff

 

W. Jeff Davis

BELL & DAVIS PLLC

Attorneys at Law
P.O. Box 510

720 E. Washington Street, Suite 105
Sequim WA 98382
Phone: (360) 683.1129 
Fax: (360) 683.1258 
email: jeff at bellanddavispllc.com <mailto:jeff at bellanddavispllc.com> 
 <http://www.bellanddavispllc.com/> www.bellanddavispllc.com
 
The information contained in this e-mail message may be privileged,
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From: wsbarp-bounces at lists.wsbarppt.com <wsbarp-bounces at lists.wsbarppt.com>
On Behalf Of Eric Nelsen
Sent: Wednesday, May 1, 2024 9:31 AM
To: WSBA Real Property Listserv <wsbarp at lists.wsbarppt.com>
Subject: Re: [WSBARP] Can PR deed decedent's real property owned by
decedent's PLLC

 

I assume this is a single-member PLLC, so there are no other partners who
have an interest?

 

The PLLC is a separate entity so decedent's Will does not operate on the
office real property; it only affects the PLLC. RCW 25.15.246(1).

 

If it was a single-member PLLC, then the PR is the "transferee" of the
entire PLLC, and automatically becomes the sole member. RCW 25.15.116(d).
However, because it is a PLLC (and not an LLC), the Estate can only hold the
interest as a member for 12 months. RCW 25.15.046(2); RCW 18.100.118.

 

If the beneficiary is a professional providing the same services as the
decedent or is otherwise eligible to be a member of the PLLC, then the PR
could simply transfer the PLLC to the beneficiary and no deed is needed at
all. That would be by an assignment of 100% transferable interest in the
PLLC. RCW 25.15.251.

 

If the beneficiary is not eligible to be a member of the PLLC, then the PR
likely needs to dissolve the PLLC and, as part of dissolution and winding
up, execute a deed as sole member of the PLLC to transfer the real property
to the beneficiary. See RCW 25.15.265 - .309.

 

Sincerely,

 

Eric

 

Eric C. Nelsen

Sayre Law Offices, PLLC

1417 31st Ave South

Seattle WA 98144-3909

206-625-0092

 <mailto:eric at sayrelawoffices.com> eric at sayrelawoffices.com

 

From: wsbarp-bounces at lists.wsbarppt.com
<mailto:wsbarp-bounces at lists.wsbarppt.com>
<wsbarp-bounces at lists.wsbarppt.com
<mailto:wsbarp-bounces at lists.wsbarppt.com> > On Behalf Of
Jeff at bellanddavispllc.com <mailto:Jeff at bellanddavispllc.com> 
Sent: Wednesday, May 1, 2024 8:57 AM
To: 'WSBA Real Property Listserv' <wsbarp at lists.wsbarppt.com
<mailto:wsbarp at lists.wsbarppt.com> >
Subject: [WSBARP] Can PR deed decedent's real property owned by decedent's
PLLC

 

Listmates,

 

I have never run into this before.  Decedent put his office into his PLLC.
Can the Personal Representative for the estate simply record a PR's deed for
the property to the intended beneficiary?  Is there any special language for
such a deed?

 

Jeff Davis

 

W. Jeff Davis

BELL & DAVIS PLLC

Attorneys at Law
P.O. Box 510

720 E. Washington Street, Suite 105
Sequim WA 98382
Phone: (360) 683.1129 
Fax: (360) 683.1258 
email: jeff at bellanddavispllc.com <mailto:jeff at bellanddavispllc.com> 
 <http://www.bellanddavispllc.com/> www.bellanddavispllc.com
 
The information contained in this e-mail message may be privileged,
confidential, and protected from disclosure. If you are not the intended
recipient, any dissemination, distribution, or copying is strictly
prohibited. If you think that you have received this e-mail message in
error, please e-mail the sender at  <mailto:info at bellanddavispllc.com>
info at bellanddavispllc.com  or call 360.683.1129.

 

 

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