Docstoc Legal Agreements
This Limited Liability Company (LLC) Operating Agreement outlines the operating
procedures and policies of an LLC. An LLC is a flexible business entity that combines the
benefits of corporations and partnerships, and the operating agreement defines the
members' rights, powers and entitlements. The agreement contains information regarding
the members' capital contributions, the board of members, and the LLC's purpose. This
operating agreement contains many of the standard provisions commonly included in LLC
operating agreements, and it may be customized to fit the specific needs of the members
forming the LLC. This document should be used when forming an LLC located in Vermont.
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OPERATING AGREEMENT OF ___________________ LLC [Instruction: Insert the full
name of the LLC]
The undersigned Members of the ___________________ LLC [Instruction: Insert the name of
company] do hereby enter into this Operating Agreement effective the _____ [Month] _____
[Date], 20_____.
1. Office
The principal office of the Company shall be located at
________________________________ [Instruction: Insert the address of company]. The
Company may have such other offices as the Members may designate or as the business of
the Company may require. The registered office of the Company required by the
[STATUTE] to be maintained in the State of Vermont may be, but need not be, identical with
the principal office, and may be changed from time to time by the Members.
2. Purpose
This Limited Liability Company is organized solely to conduct any lawful business that is
permitted under the Vermont Code, [STATUTE] Nature of business permitted; powers.
3. Duration of the Company
The Company shall commence upon the filing of its Articles of Organization with the
Secretary of State and shall continue perpetually unless:
(a) extended by the Members;
(b) sooner dissolved by the Members, or
(c) dissolved by a statutory event of dissolution.
4. Capital Contributions
The Members agree for themselves and their successors, assigns and heirs, that their
participation is considered a long-term investment, and that any return of capital prior to the
termination and winding up of the Company is in the sole discretion of the Board of
Members. The undersigned Members agree to share in all post formation profits and surplus
of the Company pro-rata according to their share of ownership in the Company. The
issuance of _______________ (______) shares [Instruction: Insert the amount of shares]
of capital stock is authorized in the Articles of Organization of this Company, and
_______________ (______) shares [Instruction: Insert the amount of shares] having a
book value of ___________ dollars ($______) [Instruction: Insert the book value of each
shares] per share have been issued to the undersigned as follows:
_____ _______ Shares
_____ _______ Shares
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_____ _______ Shares
_____ _______ Shares
5. Additional Capital Contributions
The Members may, but are not required to, contribute any additional capital deemed
necessary by the Board for the operation of the Company, provided, however, that in the
event that any Member deems it advisable to refuse or fails to contribute their proportionate
share of any or all of the additional capital requested by the Board then other Members or
any one of them may contribute the additional capital not paid in by such refusing Member,
and shall receive therefore an increase in the proportionate share of the ownership or interest
in the entire Company in direct proportion to the said additional capital contributed. Unless
otherwise agreed, the right to make up additional capital contributions of a refusing Member
shall be available in the same portion order as the right to share in distributions of the
rem