In a manager-managed LLC, the business owners elect a manager(s) to run the Company’s daily business. However, despite the employment of managers, the members still hold power in certain things, such as the Company’s dissolution.
If a company faces bankruptcy or the death of a Member, it may continue running by two or more existing Members. The right to continue the business should be decided unanimously by voting.
The Company can conduct lawful business considered appropriate by its stated laws.The formation documents should have the principal place of the Company mentioned. If not, it should be unanimously decided by the members.
Exhibit 2 lists the details of all the members attached to this agreement.The Company must issue a Certificate of New Membership to admit additional members into this Agreement.
Exhibits or schedules are essential when creating a lengthy and detailed document. You should attach them with your agreement, especially when the information they cover can’t be listed otherwise.
The Members are responsible for contributing an initial investment, as mentioned in Exhibit 3. The agreed value of this business is (mention the amount).
Other than the mentioned contribution, no Member is obliged to pay an extra amount.In member-managed LLC operating agreements, capital doesn’t always have to be financial contributions. It can also be in the form of other assets, such as property. A value will be assigned to all assets contributed to ensure that members get a fair ownership interest compared to their contribution.
All the net profits or losses shall be determined at the end of the fiscal year. The distribution of these losses and profits shall be determined by each Member's capital interest proportion in the Company.
The available funds shall be distributed among Members as they see fit.Outline how to choose managers and their roles and responsibilities. Managers will have the power to make certain business decisions without approval from the members of the LLC.
Members with a maximum capital interest in the Company may vote to select a manager or managers. One of them should be declared as a Chief Executive Manager.
Members that are not managers should not take part in any financial and functional responsibilities of the Company.
The managers can make decisions on the sale or development of the Company's assets, acquisition of the assets, management of these assets, security interests, loan management, the Company's debts, and the employment of people for the Company.
The Chief Executive Member must manage all of the Company’s operations and must also carry out all the decisions on behalf of the other members.
The Members should share the Company’s information and other details when another member asks.None of the managers would be subject to any liability if an act of member omission has caused losses or damage but is done for the betterment of the Company.
The managers should keep proper records containing the name and address of all the Members, a copy of this Agreement, and copies of any tax returns and financial statements from the last three years.