A North Carolina multi-member LLC operating agreement is a legal document that would be used by any business, with more than one (1) member. The document will provide the ability for the users to be guided through the process of establishing standard operating procedure, company policies among many other very important aspects of the business.
This document is not required by this state, to operate and conduct their business, this stated, without the implementation of the document, the managing contributors, could find themselves liable for litigious claims against the entity, if the document is not in place, that will indicate to the courts that the members hold themselves separate from the business. In doing so, the private assets of the members shall remain untouchable from a legal aspect, keeping all liabilities within the confines of the company.
All members should take the time to carefully review the entire document to ensure that it’s clearly understood by all members. Should any of the language appear questionable, the members should consider collectively, consulting with an attorney for further assistance.
How to Write
Step 1 – Download the document. Submit the company name at the top of the form
Step 2 – The Agreement – Enter the following:
- The effective date of the document (mm/dd/yyyy format)
- Full names of all of the members
Step 3 – The Company – Provide the following:
Formation –
- An agreement commencement date (mm/dd/yyyy)
- The name of the company
- The name of the business that will be used while conducting the principal business
Name – Enter:
- The business name that will be used to conduct company business
- Purpose – Review
Office –
- Provide an address that is maintained as a location whereas the performance of the principal of the business shall take place
Registered Agent – Enter the following:
- The initial registered agent’s full name
- Submit the registered address of the office where the business shall be maintained
Term –
- Submit a date of commencement – in mm/dd/yyyy format
Read the following titles:
- Names and Addresses of Members
- Admission of Additional Members
Step 4 – Titled Sections (and Subsections) – The members must read the sections and subsections as follows:
- 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 7.1 through 7.4
- Transfer of Membership Interest – 8.1 and 8.2 – subsections 8.2.1 through 8.2.5 – and 8.4 (subsection 8.4.1) – 8.5 (subsections 8.5.1 through 8.5.5)
- Dissolution – Review 9.1 – subsections 9.1.1 through 9.1.4, and 9.2 (subsections 9.2.1 through 9.2.3)
Step 5 – General Provisions – Review all of the information contained within these titles as follows:
- Amendments
- Governing Law
- Entire Agreement; Modification
- Attorney Fees
- Further Effect
- Severability
- Captions
- Notices
Step 6 – Additional Documents, Member’s Signatures and Notarization – So that the document may be effective, the members may enter signatures before a notary public:
- Members, provide typed or printed names
- Members will submit their respective signatures
Listing of Members – Schedule 1 – Provide:
- The company name (at the top of the page)
- The date that the list shall immediately become effective dd/m/yy format
- Name all members
- Member’s addresses
- Print or type member’s names
- Members signatures
Listing of Capital Contributions -Schedule 2 – Submit the following:
- The company name at the beginning of the page
- All members respective names
- Each member’s contribution
- Each members percentages of interest
- Date the member’s signatures in, dd/m/yy format
- Print or type members names
- The member’s signatures
Listing of Valuation of Members Interest – Schedule 3 –Submit:
- The name of the company at the top of the document
- Member’s names
- The member’s Valuation Endorsement amounts
- Date the member’s signatures in dd/m/yy format
- Date the member’s signatures
- Member Signatures must be submitted in the presence of a notary
Step 7 – Notarization –
- When the document is completed and the notary has witnessed all signatures, the notary shall acknowledge the signatures by providing all notary information, signature and by finally affixing the notary’s seal
All parties must receive a copy of the document for their recordkeeping purposes.
