Anthony Mancuso — LLC or Corporation? How to Choose the Right Form for Your Business — 5th Edition, 2012 — a Short Book Review

© 2014 Peter Free


10 April 2014



Highly recommended


Attorney Anthony Mancuso’s LLC or Corporation? is thorough and exceptionally well presented.


He has cleverly broken the book into chapters aimed at the functional action(s) that readers might want to accomplish.  Which means that busy readers can focus on just one chapter, without having to read the whole book.



One lawyer complimenting another


My attorney expertise is narrowly based in (a) corporate and government (predominantly multi-state) “complex” litigation and (b) in writing complicated contracts, particularly in the health care sector.


I bought LLC or Corporation? to review what I thought I remembered from law school.  The book was far better than I anticipated.  Indeed, I would have liked to have had it in school because it presents an intelligently abbreviated synopsis of multiple legal and tax strands of thought.



Specific virtues — some of which reviewers at the Amazon site missed


Readers do not need to know anything about these business structures before starting the book.  Mancuso explains them well.


What especially stood out for me was his emphasis on tax and business realities that most books leave out.  For example, what happens when you have employees or multiple partners/investors, some of whom who do not want to be involved in management?


What happens when you need all your profits now?  Or when you could use deductions against income from other sources?


What should you do, if your business grows to the point that, as owner, you are daily pounded with the demands of too many people in too many sectors?


What kind of paperwork do you need to get one of these structures off the ground?  Is completing optional parts of that load recommended?


How about meetings, minutes, officers, and timely records?


Where might a customer or allegedly injured person get away with suing you or your business?



That, by the way, is the subject of one of the more challenging law school courses.


Mancuso presents jurisdictional considerations as succinctly as possible.  Just be aware that, as with much of legal practice, there are generally no clearly delineated answers.  But he presents enough clarity for litigation-shy people to know how to keep themselves out of high probability trouble or, alternatively, to recognize that they need a knowledgeable attorney right off the bat.



The brilliant last chapter


Mr. Mancuso summarizes everything the reader has learned with five “think along” examples of business scenarios.


These scenarios focus on people who are trying to (a) set up appropriate legal structures for their contemplated entities or (b) efficiently adapting a prior organizational structure into an entity better suited to changed circumstances.


By the end of the book, readers will probably be surprised at how much they have learned.


I would be surprised, if readers did not pick the correct entity answer, even before the book does in these five concluding examples.  That should be a confidence builder.



Color me impressed


In addition to the intelligence with which Anthony Mancuso presents his material is NOLO Press’s easily readable formatting of it.


You will not find a law-related book that beats this one for simplified message communication.



Money saved?


Many of the critics of this and other NOLO books point out that one is going to need an attorney and CPA anyway.  In my view, that is (probably) a silly objection.


It is difficult to assess the quality of the attorney and CPA whom you hire, when you don’t know anything about the law (and the numbers) that they are going to be assessing.


If “you” remain a complacent ignoramus, you will not be able to focus on specifics that may differentiate your situation from other people’s.  That makes your advisor’s job more difficult than it needs to be.  The time these professionals spend in sorting you out takes money out of your pocket.


LLC or Corporation? is far less expensive than moderately small chunks of a competent attorney’s time.  And he and she will likely appreciate your self-education and your honed focus on what you really need them to do for you.