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Why do you need an operating agreement? To protect the business' limited liability status: Operating agreements give members protection from personal liability to the LLC. Without this specific formality, your LLC can closely resemble a sole proprietorship or partnership, jeopardizing your personal liability.
Those LLC members who operate the business owe the fiduciary duties of loyalty and reasonable care to the non-managing LLC owners. Depending upon your state, LLC members may be able to revise, broaden, or eliminate these fiduciary duties by contract or under the conditions of their LLC operating agreement.
A member of the LLC should have an ethical responsibility to meet the obligations of the firm. They should have duty of care.
Personal guaranties. This happens when the shareholders/members undertake to personally guarantee the corporation's obligations to the extent specified in a guarantee. It is common for small business owners to sign limited or unlimited personal guarantees for their business to borrow money.
The state allows you to skip the Principal Office address during LLC formation. However, you must enter a Principal Office address when you file your first North Carolina LLC Annual Report.
A corporation is an incorporated entity designed to limit the liability of its owners (called shareholders). Generally, shareholders are not personally liable for the debts of the corporation. Creditors can only collect on their debts by going after the assets of the corporation.
Every North Carolina LLC owner should have an operating agreement in place to protect the operations of their business. While not legally required by the state, having an operating agreement will set clear rules and expectations for your LLC while establishing your credibility as a legal entity.
To create a limited liability company: they must file a certificate of organization with the secretary of state and should create an operating agreement, although an operating agreement is not required.
Right to Force a Sale: The departing LLC member has the right to force the other LLC members to buy out their membership share. Again, the provision may specify an amount of time for this to take place along with the price of the member's interest. This request can be made by the member or their family.
All LLC's should have an operating agreement, a document that describes the operations of the LLC and sets forth the agreements between the members (owners) of the business. An operating agreement is similar to the bylaws that guide a corporation's board of directors and a partnership agreement.