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West Virginia Multi-Member LLC Operating Agreement Form

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The West Virginia multi-member LLC operating agreement form, is a legal document that enables the members of an entity to claim ownership and management of their company, collectively. Although filing this document with the state is not prerequisite to conducting business in the state, the members must seriously consider the consequences of leaving this step unattended. The document provides protection to all contributing members in the event that any specific legal or creditor issues should arise by keeping all members private financials separate from those of the the business. The document will also record member contributions, valuations of interest, percentage of ownership and more. There are some tax advantages to implementing this document, as well. This document will create a shared government between the members in which all members will agree the stated policies and procedures.

The members should review the information to ensure that all members are in complete understanding. If the members are unsure of how the document will affect the entity and the members, they may consider working with an attorney. Once completed the document will require the witness of a notary public, so that it may be effective.

How to Write

Step 1 – Establish the document. Enter the name of the company at the top of the document

Step 2 – The Agreement –

  • Provide an effective date – mm/dd/yyyy
  • Submit members names

Step 3 – Company – Members – review the following titles and provide all required information as requested – Enter:

Formation –

  • The date of commencement, in mm/dd/yyyy format
  • Provide the company name

Name –

  • Submit the name to be used to conduct the company’s business
  • Purpose – Review

Office –

  • Enter the name under which the company business shall be performed

Registered Agent –

  • Provide the name of the agent who was initially registered
  • Submit the registered business address

Term –

  • Date of commencement of the business –(mm/dd/yyyy)

Read these titles:

  • Names and Addresses of Members
  • Admission of Additional Members

Step 4 – Titled Sections and Subsections – Review the sections and subsections as follows:

  • Capitol 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),9.2 (and subsections 9.2.1 through 9.2.3

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

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

Step 6 – Additional Documents, Member’s Signatures and Notary Acknowledgement – Enter members signatures to the remaining documents. Must be signed before a notary.

  • Enter member’s printed or typed names
  • Enter members signatures

Listing of Members – Schedule 1 – Provide the following:

  • Company name
  • Effective date in dd/m/yy format
  • Members names
  • Member’s address
  • Print/type member names
  • Member signatures

Listing of Capital Contributions -Schedule 2 – Enter the following:

  • Name of the company
  • Members names
  • Member’s contributions
  • Members percentages of interest
  • Date the member’s signatures in dd/m/yy format
  • Members typed or printed names
  • Member’s signatures

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

  • The name of the company, at the top of the document
  • Member’s names
  • The member’s amount of their Valuation Endorsement
  • Date the member’s signatures –  dd/m/yy format
  • Date the member’s signatures

 

Step 7 – Notarization –

The notary public shall witness and record all member signatures. The notary shall then complete the remainder of the document and affix their notary seal in acknowledgement

All members must receive a copy of the document for personal record keeping.

 


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