Write a concise memo

You are a recent graduate from Pale Law School. Many people consider it the #1 law school for business lawyers. You chose to return to Pennsylvania to practice commercial law.

Nakita and J.W. are competitive ballroom dancers and professional instructors. They want to open their own commercial dance studio in State College under the name Silver Linings Dance Studio. They have no business experience, but they have found available space that can be renovated and leased. They estimate start-up costs of $50,000 and have agreed to a 50/50 deal to split costs and operate the new studio. Nakita tells J.W. that she has spoken to her accountant. She proposes to operate the studio "as a 50/50 proprietorship" and explains that this avoids the expense, paperwork, and additional taxes that could be due from forming a new entity.

Your client, J.W., has heard of limited liability companies and wants your legal advice on whether an LLC for the new studio would be a better choice than Nakita's proposal. You decide to advise J.W., in writing, on the benefits of an LLC and include analysis of key issues of liability protection, income taxes, and use of an LLC operating agreement.