Multimember LLC Operating Agreement
  • Organizational Structure
    • About the LLC
    • LLC Members
    • Capital Contributions
    • Membership Interest
  • LLC's Management
    • Daily Management
    • General Provisions
  • Transfers & Withdrawal
    • Withdrawal from LLC
    • Transfer of Interest
  • Complete the Document
    • Format & Signatures

About the LLC

  • Indicate the LLC's name (without applicable designator):

  • Select the state in which LLC was registered:

  • Indicate the LLC's registration address:

  • Indicate the purpose for which the LLC was created:

  • The LLC will operate:

  • Select the date on which the LLC shall cease to exist:

  • Select the date on which members sign this Agreement:

  • Indicate the full name and business address of LLC's registered agent:

    !

    Registered Agent of an LLC is a person or business entity designated to receive legal documents, government notices, and official correspondence on behalf of the LLC.

    The agent must have a physical address in the state where the LLC is formed.

LLC Members

  • How many members does the LLC have?

    !

    The members of LLC could be an individual or legal entity.

  • Indicate the full name of Member 1:

  • Indicate the full name of Member 2:

  • Indicate the full name of Member 3:

  • Indicate the full name of Member 4:

  • The daily management and operation of the LLC shall be performed by:

  • Will LLC's members be divided into separate classes?

    !

    LLC Membership Classes refer to different categories of ownership within an LLC.

    Each class may have distinct rights, privileges, and responsibilities related to voting power, profit distributions, or management authority.

  • Provide a detailed description of all LLC classes, including their specific voting rights and obligations associated with each class:

Capital Contributions

  • The Member 1 makes a capital contribution in the form of:

  • Indicate the amount of monetary contribution (in USD) made by Member 1:

  • Describe goods Member 1 provides as a capital contribution to the LLC:

  • Describe services Member 1 provides as a capital contribution to the LLC:

  • The Member 2 makes a capital contribution in the form of:

  • Indicate the amount of monetary contribution (in USD) made by Member 2:

  • Describe goods Member 2 provides as a capital contribution to the LLC:

  • Describe services Member 2 provides as a capital contribution to the LLC:

  • The Member 3 makes a capital contribution in the form of:

  • Indicate the amount of monetary contribution (in USD) made by Member 3:

  • Describe goods Member 3 provides as a capital contribution to the LLC:

  • Describe services Member 3 provides as a capital contribution to the LLC:

  • The Member 4 makes a capital contribution in the form of:

  • Indicate the amount of monetary contribution (in USD) made by Member 4:

  • Describe services Member 4 provides as a capital contribution to the LLC:

  • Describe goods Member 4 provides as a capital contribution to the LLC:

  • Describe each Member's capital contribution to the LLC, including its type and value in USD:

    !

    A capital contribution to the LLC could be made in either of the following forms:

    – goods (e.g., chairs, tables);
    – cash;
    – services (e.g., legal support, accounting); or
    – property (e.g., office space or warehouse).

Membership Interest

  • Specify the percentage of Membership Interest held by Member 1 in the LLC:

    !

    Membership Interest is a member’s ownership stake in the LLC, representing both their share of the company’s economic rights (such as profits, losses, and distributions) and their voting and management rights.

    When a Member holds a certain percentage of Membership Interest, it means they own that proportion of the LLC.

  • Specify the percentage of Membership Interest held by Member 2 in the LLC:

  • Specify the percentage of Membership Interest held by Member 3 in the LLC:

  • Specify the percentage of Membership Interest held by Member 4 in the LLC:

  • Describe each Member's percentage of the Membership Interest of the LLC:

    !

    Membership Interest is a member’s ownership stake in the LLC, representing both their share of the company’s economic rights (such as profits, losses, and distributions) and their voting and management rights.

    When a Member holds a certain percentage of Membership Interest, it means they own that proportion of the LLC.

Daily Management

  • The unanimous prior approval of all members is required when the LLC enters any transaction that exceeds the minimum threshold of (in USD):

    !

    The management or members can manage LLC on a daily basis, enter various transactions and contracts without seeking prior approval from the members all the time.

    However, in a limited number of cases such an approval might be required when the LLC plans to enter a transaction or dispose certain assets exceeding certain minimum threshold.

    In that case, members shall provide their prior approval first.

  • The unanimous prior approval of all members is required when the LLC transfer, lease or sell LLC's assets with a value exceeding the minimum threshold of (in USD):

  • The unanimous prior approval of all members is required when the LLC settles any legal action or claim involving a minimum liability of (in USD):

  • By how many individuals the LLC will be managed?

    !

    The members may elect one or several individuals to manage daily operation and business of the LLC.

  • The manager(s) shall be appointed by the Members holding at least:

General Provisions

  • The LLC could be dissolved at any time by the members holding at least:

    !

    The voluntarily dissolution or liquidation of the LLC could be decided only by the LLC’s members.

  • The LLC's fiscal year shall end on:

    !

    Fiscal Year refers to a 12-month period used by a business for accounting and tax purposes. A fiscal period may or may not align with the calendar year.

  • All LLC's annual profits and losses shall be allocated among the members in:

  • Describe how exactly all LLC's annual profits and losses shall be allocated between members:

  • All annual profits and losses shall be allocated between members at:

Withdrawal from LLC

  • A member shall be forcefully withdrawn from the LLC if reaching the age of:

  • A member who wishes voluntarily exit the LLC shall provide other Members with a prior written:

Transfer of Interest

  • Each member may transfer or sell their LLC membership interest to:

  • Provide the list of exact names and/or groups of third parties to whom transfer or sale of LLC membership interest is permitted:

  • If a Member intends to transfer their Membership Interest to a third party, shall the Interest first be offered to the other Members (Right of First Refusal)?

    !

    Right of First Refusal is a contractual right that gives existing members of an LLC the first opportunity to purchase a member’s interest before it can be sold to an outside third party.

    If the existing members decline, the selling member may then offer it to the third party on the same terms.

  • Shall each Member be restricted from transferring their Membership Interest for a specified period following their admission to the LLC (the Lock Up Period)?

    !

    Usually, this period of time is called a lock-up period. It could last from several months to several years.

    The establishment of the lock-up period is rather the members’ right than their obligation.

    Once the lock-up period is established, a member cannot sell or transfer their membership interest. Any such transaction during the lock-up period will be automatically considered void.

  • Indicate the duration of the Lock-Up Period (in months or years):

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