The Missouri Member Managed Limited Liability Company Operating Agreement is a legally binding document that sets out the guidelines and procedures for managing a limited liability company (LLC) in the state of Missouri. This agreement is specifically designed for LCS with multiple members who intend to actively participate in the management and decision-making process of the company. The checklist for the Missouri Member Managed Limited Liability Company Operating Agreement includes various essential components that need to be covered thoroughly. These include: 1. Identification of LLC: The agreement starts by clearly stating the name of the LLC, its principal place of business, and the purpose for which it is established. 2. Members: It is crucial to list the names and addresses of all the initial members of the LLC. This section also outlines the process for admitting new members and the rights and responsibilities of each member. 3. Management: The operating agreement outlines how the LLC will be managed by its members. It specifies whether the management will be vested in all members or a designated group of managers. In the case of member management, the agreement should establish voting rights, decision-making procedures, and the expected level of member involvement. 4. Capital Contributions: The agreement includes provisions regarding the initial capital contributions made by members and any additional contributions in the future. It outlines how the profits and losses of the company will be allocated among the members based on their respective contributions. 5. Distributions and Withdrawals: This section covers the process for distributing profits to members and allows for the withdrawal of capital contributions made by members. It also addresses the restrictions, if any, on such withdrawals. 6. Dissolution and Termination: The operating agreement should include provisions regarding the circumstances under which the LLC may be dissolved. It outlines the steps to be taken in the event of dissolution, such as asset distribution and filing necessary documentation. 7. Dispute Resolution: This section covers dispute resolution mechanisms, such as mediation or arbitration, to be followed in case of conflicts among members. Different types of Missouri Member Managed Limited Liability Company Operating Agreements may vary based on the specific needs and requirements of the LLC. Some variations may include provisions for special allocation of profits and losses, restrictions on member transfers or withdrawals, or specific voting thresholds for decision-making. Overall, the Missouri Member Managed Limited Liability Company Operating Agreement is a crucial document that establishes the framework for the functioning, management, and governance of an LLC in Missouri. It provides clear guidelines, rights, and responsibilities for all members involved and helps avoid future conflicts or misunderstandings. It is always advisable to seek legal counsel to ensure that the operating agreement complies with Missouri state laws and suits the unique characteristics of the LLC.