Alaska Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares

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Multi-State
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US-0688-WG
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Description

A Limited Liability Company (LLC) is a separate legal entity that can conduct business just like a corporation with many of the advantages of a partnership. It is taxed as a partnership. Its owners are called members and receive income from the LLC just as a partner would. There is no tax on the LLC entity itself. The members are not personally liable for the debts and obligations of the entity like partners would be. Basically, an LLC combines the tax advantages of a partnership with the limited liability feature of a corporation.


An LLC is formed by filing articles of organization with the secretary of state in the same type manner that articles of incorporation are filed. The articles must contain the name, purpose, duration, registered agent, and principle office of the LLC. The name of the LLC must contain the words Limited Liability Company or LLC. An LLC is a separate legal entity like a corporation.


Management of an LLC is vested in its members. An operating agreement is executed by the members and operates much the same way a partnership agreement operates. Profits and losses are shared according to the terms of the operating agreement.

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  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares
  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares
  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares
  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares
  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares
  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares
  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares
  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares
  • Preview Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares

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FAQ

How to Write an Operating Agreement Step by StepStep One: Determine Ownership Percentages.Step Two: Designate Rights, Responsibilities, and Compensation Details.Step Three: Define Terms of Joining or Leaving the LLC.Step Four: Create Dissolution Terms.Step Five: Insert a Severability Clause.

The form and contents of operating agreements vary widely, but most will contain six key sections: Organization, Management and Voting, Capital Contributions, Distributions, Membership Changes, and Dissolution.

Capital is defined as the cash or assets in an LLC (or any type of entity for that matter). Capital can include cash, accounts receivable, equipment, and even physical property. Naturally, putting the words together, a capital contribution is a member's contribution of assets, usually cash, into the LLC.

How to Write an Operating Agreement Step by StepStep One: Determine Ownership Percentages.Step Two: Designate Rights, Responsibilities, and Compensation Details.Step Three: Define Terms of Joining or Leaving the LLC.Step Four: Create Dissolution Terms.Step Five: Insert a Severability Clause.

Capital Contributions For example, an owner might take out a loan and use the proceeds to make a capital contribution to the company. Businesses can also receive capital contributions in the form of non-cash assets such as buildings and equipment.

While most people do make an initial capital contribution, legally it is not required. You could simply appoint yourself as the sole member of your SMLLC without making any initial investment. However, you'd probably be taking a significant risk if you didn't invest at least a small amount at the outset.

What should an LLC operating agreement include?The legal name of the company.Any fictitious business names or DBAs.The company address.Name and address of your registered agent (who accepts legal service of process on your behalf.) Every LLC must have a registered agent under state law.

Accounting for LLC Capital ContributionsThe primary use of a capital account is to record the value of the member's percentage of ownership; if the LLC were to be dissolved, the amount in each member's capital account should reflect the amount that member would receive after all debts have been paid.

Most states do not require LLCs to have this document, so many LLCs choose not to draft one. While it may not be a requirement to have an operating agreement, it's actually in the best interest of an LLC to draft one. And by drafting it, I'm referring to creating a written operating agreement.

Get together with your co-owners and a lawyer, if you think you should (it's never a bad idea), and figure out what you want to cover in your agreement. Then, to create an LLC operating agreement yourself, all you need to do is answer a few simple questions and make sure everyone signs it to make it legal.

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Alaska Sample Limited Liability Company LLC Operating Agreement with Capital Contributions determining interest shares