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While membership interests are freely transferable in the sense that any member generally can transfer his or her economic rights in the LLC (subject to the operating agreement, a stand-alone buy-sell agreement, and state law), the management or voting rights in the LLC are usually what are restrictedotherwise, other
If the membership interests are securities, then you perfect by taking possession or control of the securities or both. If the membership interests are certificated, then you perfect by taking possession of the certificates and by taking control by having the security interest noted in the company's records.
An operating agreement is a document which governs the internal operations of the limited liability company (LLC) and can be drafted even after the LLC has been formed. Under Connecticut law, an LLC is not required to have an operating agreement.
Percentages of Ownership Members usually receive ownership percentages in proportion to their contributions of capital, but LLC members are free to divide up ownership in any way they wish. These contributions and percentage interests are an important part of your operating agreement.
If an LLC member's interest is held in a trust, then the administrator, sometimes called a "trustee," will vote and otherwise exercise the duties and rights of the LLC member. Transferring the membership interest to the trust could require an official transfer document, which is similar to a bill of sale.
The assignment of interest is typically different from selling the ownership stake. Selling a member's ownership stake in the LLC requires unanimous approval by the other members. A departing member may also assign his membership to another member.
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.
A membership interest represents an investor's (called a "member") ownership stake in an LLC. A person who holds a membership interest has a profit and voting interest in the LLC (although these may be amended by contract). Ownership in an LLC can be expressed by percentage ownership interest or membership units.
An operating agreement is a key business document that shows your business operates like a legit company. Without the operating agreement, your state might not acknowledge you as an LLC, and which means someone could sue to go after you without there being any shield to protect your personal assets.
As a licensed professional in Connecticut you can structure your business as a Connecticut professional limited liability company (PLLC).