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Oklahoma Multi-Member LLC Operating Agreement Form

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An Oklahoma multi-member LLC operating agreement is a legal document that is specifically designed for use by members of a company that will have more than one (1) contributing, managing member. The document will assist the members by guiding them through the processes of establishing the various aspects of the company (ie: company policies, procedures etc) that will be agreed upon, unanimously, by all members, to ensure that there will be a clear understanding by all so that management will be consistent.

This form is not a requirement within the state. It is advised that companies of any size consider the implementation of the document so that there will be a clear separation between the members and the company business. By doing so, the member’s private assets of any type would then be protected from liability should the company find it’s facing legal difficulties of any kind. The document will also provide tax benefits, not available without placement of the document within the organization. Members should review the document. If it’s not clearly defined to all members, then a collective consultation with a knowledgeable business attorney should be considered.

How to Write

Step 1 – Download the document. At the top of the document, enter the company name

Step 2 –  The Agreement – Submit:

  • The effective date of the document (mm/dd/yyyy)
  • All member’s full names

Step 3 – The Company – Enter:

Formation –

  • The commencement date of the document in mm/dd/yyyy format
  • The company name
  • The business name that will be used while conducting the principal business

Name – Provide:

  • A business name that will be used to conduct the company’s business
  • Purpose – Read the information

Office –

  • Enter the address that is maintained where performance of the principal of the business shall take place

Registered Agent – Enter:

  • The full name of the intitially registered agent
  • Enter the registered address of the office where company business shall be maintained

Term –

  • Submit the date of commencement – (mm/dd/yyyy)

Review the following titles:

  • Names and Addresses of Members
  • Admission of Additional Members

Step 4 – Titled Sections (and subsections) – The members shall review all of the sections and subsections as follows (before proceeding):

  • 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 the titles:

  • 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 become effective, all of the members must provide signatures in the presence of a notary public:

  • The members must submit printed or typed names
  • All members must provide their signatures (respectively)

Listing of Members – Schedule 1 – Provide:

  • The company name into the top of the page
  • The date that the list will become effective dd/m/yy format
  • All member’s names
  • Member’s addresses
  • Type or print member’s names
  • Members signatures

Listing of Capital Contributions -Schedule 2 – Submit:

  • Enter the company name at the beginning of the page
  • Member’s respective names
  • Member’s contributions
  • All member’s percentages of interest
  • Date of member’s signatures (dd/m/yy)
  • Print or type the names of the respective members
  • Member’s signatures

Listing of Valuation of Members Interest – Schedule 3 –Provide:

  • Submit the company name at the top of the form
  • Member’s names
  • Amountd of the members Valuation Endorsements
  • Date the member’s signatures in dd/m/yy format
  • All Signatures must be submitted before a notary public

Step 7 – Notarization –

  • When the document has been completed, the notary will proceed by completing the remainder of the document with the notary’s required information. The notary shall sign the document and affix their seal in signature acknowledgement

All signatories must receive a copy of the completed, notarized document, for their recordkeeping purposes.


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