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Georgia Multi-Member LLC Operating Agreement Form

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The Georgia multi-member LLC operating agreement is a legal document that will allow members the ability to outline their selected policies and procedures that shall be agreed upon by all members and shall, therefore, be expected to be recognized by all members, while in service to the company on a daily basis.

Inasmuch as the state of Georgia does not require that any business implement this document, however, to bypass this step in creating a business, the members would be placing their personal assets at risk, as this is the document that will legally separate member’s private assets from those of the business. Without this document in place, the members become personally responsible, should they be presented with any type of litigation against the company of which the member possesses a portion of the ownership. As well, without the document, the business would be excluded from receiving the tax benefits that they would otherwise, currently, be entitled to.

Members are advised to carefully read all of the document, to ensure all members are clear with the language of the document. If this is not the case, the member(s) may choose to consult with an attorney. Required signatures must be applied while all members are in the presence of a Notary Public so that the document will be effective.

How to Write

Step 1 – Download the document – Provide the name of the company in the first line at the top of the document

Step 2 – The Agreement – Enter:

  • The date that the document would become effective, in mm/dd/yyyy format
  • Submit all names of the members of the company

Step 3 – Company Organization – All members read the following titles, while entering all required information, as follows:

Formation –

  • Submit an effective date whereas the members shall form the entity, in mm/dd/yyyy format
  • Submit the name of the company
  • Submit the name of the company that shall be used for the which the principal of the business shall be conducted

Name –

  • Provide the name of the company to be used to conduct the principal business
  • Purpose – Read the statement under this title

Office –

  • Submit the physical address where the company shall maintain the principal portion of the business

Registered Agent –

  • Enter the full name of the agent that has been initially registered on behalf of the company
  • Provide the registered, physical, office address

Term –

  • Enter the date when the company is expected to commence, in mm/dd/yyyy format

Read the final two titles, as follows:

  • Names and Addresses of Members
  • Admission of Additional Members

Step 4 – Titled Sections (and subsections) – All members must carefully read through all of the following sections and subsections as stated:

  • Capital Contributions (subsections 2.1 through 2.3
  • Allocations of Profits and Losses; Distributions (subsections 3.1 through 3.3)
  • Indemnification
  • Powers and Duties of Managers, Section 5.1 (subsections 5.1.1 through 5.3)
  • Salaries, Reimbursement, and Payment of Expenses (subsections 6.1 through 6.3)
  • Books of Account, Accounting Reports, Tax Returns, Fiscal Year, Banking (review subsections 7.1 through 7.4)
  • Transfer of Membership Interest – 8.1 and 8.2 (subsections 8.2.1 through 8.2.5) – also, 8.4 (subsection 8.4.1) and 8.5 Death Buy Out (subsections 8.5.1 through 8.5.5)
  • Dissolution – Review 9.1 (and subsections 9.1.1 through 9.1.4), also 9.2 (and subsections 9.2.1 through 9.2.3

Step 5 – General Provisions – All members must review all of the information provided under the following titles:

  • Amendments
  • Governing Law
  • Entire Agreement; Modification
  • Attorney Fees
  • Further Effect
  • Severability
  • Captions
  • Notices

Step 6 – Additional Required Documents, All Member’s Signatures, Notarizations – All members, must only submit signatures to the remaining documentation, only in the presence of a Notary Public –

  • Print/Type Member’s names
  • Members shall enter their signatures (respective)

Listing of Members – Schedule 1 –

  • Submit the name of the company in the first line at the top of the page
  • Enter a date, in which the member’s list has been created, in dd/m/yy format
  • Provide the names of all members
  • Provide complete addresses for each member
  • Type or print each member’s name
  • Members must submit signatures

Listing of Capital Contributions -Schedule 2 –

  • Enter the name of the company into the line at the top of the page
  • Provide the member’s names
  • Submit each member’s contribution ($100.00 minimum is required, however, there is no further obligation to offer further contribution)
  • Enter each member’s percentage of interest/ownership
  • Submit the date of the member’s signatures in agreement, in dd/m/yy format
  • All members must print or type their names
  • All members must enter their signatures

Listing of Valuation of Members Interest – Schedule 3 –

  • Provide the name of the company, in the line at the top of the form
  • Submit the member’s names
  • Enter an amount indicating the member’s Valuation Endorsement
  • Enter the date of the member’s signatures, in dd/m/yy format
  • Type or print the member’s names
  • The members must enter their signatures (respectively)

Step 7 – Notarization –

  • After all members signatures have been witnessed by the notary public, the notary public will complete the section. This shall acknowledge the member’s signatures. The notary must then submit their own signature and affix the notary seal.

Once the document has been completed, copies must be produced and provided to each individual member for their safekeeping.


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