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Kentucky Multi-Member LLC Operating Agreement Form

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The Kentucky multi-member LLC operating agreement is a document that is utilized by entities that have more than one member, managing the daily business aspect of the business. The document will assist in setting forth the standard operational procedures and company policies, which will be entirely agreed upon by all of the members. The state of Kentucky, although it doesn’t require this document for the purpose of doing business within the state, does strongly recommend implementing the document. The reason for the recommendation is that, in the event of bankruptcy, litigation or any kind of business failure, if the document is not in place, the laws will default to the state. This would leave the members personally responsible, risking the member’s assets and/or financial accounts vulnerable.

The members must carefully review the entire document. This would measure the degree of understanding the members have with regard to the language. If the members are in question pertaining to any portion of the document, the members must consider a consultation with a knowledgeable attorney who should be able to clarify and assist, on behalf of the members. Once the document is complete, the members must be present before a notary public for acknowledgment.

How to Write

Step 1 – Once the form has been downloaded, submit the name of the company in the line at the top of the document

Step 2 – The Agreement – Provide the following information:

  • The date the document shall become effective, in mm/dd/yyyy format
  • Enter the names of all managing members

Step 3 – Company Organization – The members must read the following titles and enter all of the required information:

Formation –

  • Enter the effective date that entity shall be formed, in mm/dd/yyyy format
  • Provide the company’s name
  • Enter the name of the company to be used for conducting business

Name –

  • Submit the company’s name to be used to conduct the principal business
  • Purpose – Read the statement

Office –

  • Submit the physical address through which the company’s principal business will be operated

Registered Agent –

  • Enter the full name of the initial agent
  • Submit the registered office address

Term –

  • Submit the date of the company’s commencement, in mm/dd/yyyy format

Review the final two titles:

  • Names and Addresses of Members
  • Admission of Additional Members

Step 4 – Titled Sections and Subsections – The members must review 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 (read subsections 7.1 through 7.4)
  • Transfer of Membership Interest – 8.1 and 8.2 ( read subsections 8.2.1 through 8.2.5) – also, 8.4 (subsection 8.4.1) and 8.5  (review subsections 8.5.1 through 8.5.5)
  • Dissolution – Review 9.1 (subsections 9.1.1 through 9.1.4), also 9.2 (subsections 9.2.1 through 9.2.

Step 5 – General Provisions – The members must read the information provided under the following:

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

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

  • Print or type members names
  • Members must provide signatures

Listing of Members – Schedule 1 –

  • Enter the name of the company in the line at the top of the page
  • Enter a date the listing is created, in dd/m/yy format
  • Enter the names of all members
  • Submit all 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 members’ 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 dd/m/yy format
  • Members must print or type their names
  • All members must enter 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 members’ names
  • The members must submit signatures

Step 7 – Notarization –

  • Once the members’ signatures have been submitted and witnessed by the notary public, the notary shall complete the remaining section. This action will acknowledge the members’ signatures. The notary must then submit their own signature and affix the notary seal.

Once the document has been completed, all members must retain a copy for their records