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South Carolina Multi-Member LLC Operating Agreement Form

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The South Carolina multi-member LLC operating agreement is a legal document that would be used by companies that have more than one contributing member. The document will guide the members through the process of establishing company guidelines and procedure (among other important company policies) that would create continuous company stability as long as the managing members remain consistent by adhering to the policies and procedures.

This document is not prerequisite for any company to conduct business in the state. However, without the placement of the document, should the company experience any litigious claims, the members could become personally liable for any claims made against the company. If the document is implemented, the members personal and financial assets shall remain protected, although the company will remain liable.

The members should consider a close review of the document prior to filing. If the members aren’t comfortable with the language, they may wish to consider consultation with a knowledgeable attorney for further assistance and clarification.

How to Write

Step 1 – Download the document. Enter the name of the company into the first line of the document

Step 2 –  Agreement – Provide

  • An effective date in mm/dd/yy format
  • Member’s names (full names)

Step 3 – The Company – Submit:

Formation –

  • The commencement date (in mm/dd/yy format) of the agreement
  • The company name
  • The business name that will be used while conducting the principal business

Name – Enter:

  • A business name that shall be used while conducting the company’s business
  • Purpose – Review the information

Office –

  • Submit the address where the business shall be maintained

Registered Agent – Enter:

  • The name of the agent who was initially registered
  • The registered address of the office where the agent shall maintain the business

Term –

  • Enter commencement of the agreement in mm/dd/yy format

Read the titles:

  • Names and Addresses of Members
  • Admission of Additional Members

Step 4 – Titled Sections and Subsections– Members must review all of the following sections and subsections:

  • 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

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

Step 6 – Additional Documents, Member’s Signatures and Notarization– Signatures must be applied before a notary public:

  • Members provide printed or typed names
  • Members must enter their signatures

Listing of Members – Schedule 1 – Enter the following:

  • Submit the name of the company
  • The date when the list will become effective – dd/mm/yy format
  • Member’s names
  • Member’s addresses
  • Print or type all member’s names
  • The members signatures

Listing of Capital Contributions -Schedule 2 – Enter:

  • The name of the company at the top of the document
  • Members names
  • Member’s contributions
  • Members percentages of interests
  • Date the member’s signatures in dd/mm/yy format
  • Type or print members names
  • Member’s signatures

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

  • The name of  the company at the beginning of the page
  • All member’s names
  • The amount of the member’s Valuation Endorsements
  • Date the members signatures in dd/m/yy form
  • All of the member’s signatures must be submitted in the presence of a notary

Step 7 – Notarization –

  • Once the document has been completed and reviewed by all members, the notary public will witness the member’s signatures. The notary shall then complete the document by providing all of the state required information and shall acknowledge the signatures by providing the notary’s signature and affixing the notary’s seal

Members must retain a copy of the document in their personal records.