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Not legal advice. This is a general template for informational purposes, not legal advice and not a substitute for a licensed attorney in your state. Fill in the brackets, review carefully, and have an attorney review anything high-stakes.

Operating Agreement of                       , LLC

A limited liability company ยท Single-member template

Article 1 โ€” Formation

1.1 The Company was formed as an LLC by filing Articles of Organization with the Secretary of State on                      .

1.2 The sole Member of the Company is                       ("Member").

1.3 The Company's principal office is at                      .

1.4 The Company's registered agent is                      , at                      .

Article 2 โ€” Purpose and duration

2.1 The Company may engage in any lawful business. 2.2 Duration is perpetual unless dissolved under this Agreement or the laws of the state of formation.

Article 3 โ€” Capital contributions

3.1 The Member has contributed                       to the Company. 3.2 No additional contributions are required unless the Member agrees in writing.

Article 4 โ€” Distributions and taxes

4.1 The Member may take distributions at any time. 4.2 The Company is taxed as a disregarded entity unless the Member elects otherwise with the IRS.

Article 5 โ€” Management

5.1 The Company is member-managed. The Member has full authority to bind the Company, open bank accounts, and sign contracts.

Article 6 โ€” Records and bank accounts

6.1 Company funds will be kept in accounts separate from the Member's personal funds. 6.2 The Company will keep books, this Agreement, and filings at its principal office.

Article 7 โ€” Transfer and dissolution

7.1 The Member may transfer the membership interest in whole or part. 7.2 The Company dissolves upon the Member's written election, or as required by state law.

Article 8 โ€” Liability

8.1 The Member's liability is limited as provided by the Limited Liability Company Act of the state of formation. Nothing here creates personal liability beyond the Member's investment, except as required by law.

Article 9 โ€” General

9.1 The state written as governing law above governs. 9.2 Amendments must be in writing signed by the Member.

Member signature

Date:                      
Printed name:                      

 
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