The Virginia Operating Agreement form is a crucial document for limited liability companies (LLCs) operating in Virginia. This form outlines the management structure, responsibilities, and operational procedures of the LLC. By clearly defining roles and expectations, it helps to prevent misunderstandings among members and ensures smooth business operations.
The Virginia Operating Agreement form serves as a crucial document for limited liability companies (LLCs) operating in the state. This form outlines the management structure, responsibilities, and operational procedures of the LLC, ensuring clarity among members. It details the distribution of profits and losses, specifies the roles of each member, and establishes guidelines for decision-making processes. Additionally, the agreement addresses issues such as the admission of new members, the withdrawal of existing members, and the dissolution of the company. By setting these parameters, the Operating Agreement helps to prevent disputes and misunderstandings among members, fostering a cooperative business environment. Understanding the components of this form is essential for anyone looking to form or manage an LLC in Virginia, as it lays the foundation for the company’s governance and operational success.
Virginia Operating Agreement
This Operating Agreement (the "Agreement") is made and entered into effective as of _______________ (the "Effective Date"), by and among the undersigned members (each a "Member" and collectively, the "Members") of ___________________ (the "Company"). The Company is organized under the laws of the Commonwealth of Virginia pursuant to the Virginia Limited Liability Company Act. The Members hereby agree to the following terms and conditions:
Article 1: Formation
The Company was formed on _______________ (the "Formation Date") as a Virginia limited liability company by filing the Articles of Organization with the Virginia State Corporation Commission in accordance with the Virginia Limited Liability Company Act.
Article 2: Name and Principal Place of Business
The name of the Company is ____________________________________. The principal place of business of the Company shall be _____________________________________________________, or such other place as the Members may from time to time designate.
Article 3: Purpose
The purpose of the Company is to engage in any lawful act or activity for which limited liability companies may be organized under the Virginia Limited Liability Company Act.
Article 4: Term
The term of the Company commenced on the date the Articles of Organization were filed with the Virginia State Corporation Commission and shall continue until dissolved in accordance with this Agreement or under the provisions of the Virginia Limited Liability Company Act.
Article 5: Membership
The Members of the Company at the Effective Date of this Agreement are as follows:
Article 6: Capital Contributions
The Members have contributed capital to the Company as described in Exhibit A attached hereto and made a part hereof. No Member shall be obligated to contribute any additional capital to the Company except as agreed upon by all Members in writing.
Article 7: Distributions
Distributions of cash or property shall be made to the Members at such times and in such amounts as determined by the Members in accordance with their respective Percentage Interests in the Company. Distributions shall be made in accordance with the Virginia Limited Liability Company Act.
Article 8: Management
The Company shall be managed by the Members. Each Member shall have authority and control over the business and affairs of the Company to the extent provided in this Agreement and the Virginia Limited Liability Company Act.
Article 9: Amendments
This Agreement may be amended only by the written consent of all Members.
Article 10: Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without regard to its conflict of laws principles.
Exhibit A: Capital Contributions
Each Member's initial capital contribution to the Company is as follows:
IN WITNESS WHEREOF, the undersigned Members have executed this Operating Agreement as of the Effective Date first above written.
Member Signature: ____________________ Date: ____________________
Add additional signature lines as necessary.
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