Business Law

MODEL FORMATION DOCUMENT (ARTICLES OF ORGANIZATION)

This LLC formation document, which closely parallels articles of incorporation needed for legal formation and recognition of corporations, is required to be filed with an appropriate state or local government agency in order to establish legal recognition of an LLC.

LLC OPERATING AGREEMENT

This document is important to protect the company’s limited liability status. It is essential in structuring the business’s financial and functional decisions and governs internal operations.

CONSENT OF REGISTERED AGENT

This is a short form used to evidence the acceptance and consent of a person appointed as the registered agent of an entity.

ORGANIZATIONAL MEETING (CONSENT TO ACTION TAKEN)

Though not always legally required, it is a good planning idea to address organizational issues immediately after an LLC has been formed. Maintaining regular governance documents is a good practice and should start with this organizational meeting.

AMENDMENT TO OPERATING AGREEMENT

Operating Agreements for LLCs are not carved in stone. The LLC Operating Agreement itself should be amended from time to time to ensure that the intent of the parties is consistently reflected in the LLC’s governing documents. Use this document to make minor amendments to the LLC Operating Agreement, but if major changes are necessary it is best to do a complete restatement.

SUBSCRIPTION AGREEMENT

This Agreement confirms a Member’s subscription to a Membership Interest in the LLC.

MEMBER CERTIFICATE OF INTEREST

Like a corporate stock certificate, this certificate documents the ownership of a membership interest in an LLC. Some attorneys prefer to document all LLC membership interests and transfers on a ledger, while others prefer to provide Membership Certificates

LIST OF MEMBERS AND MEMBERSHIP INTERESTS

This Exhibit to the Operating Agreement documents the names of the initial members and their respective ownership interests in the LLC and should be kept up to date for voting and distribution purposes.

MEMBER CONTRIBUTION SCHEDULE

This Schedule to the Operating Agreement documents the contributions of each member to the LLC.