Contents
The Georgia Operating Agreement form is a crucial document for any limited liability company (LLC) operating in the state. This form outlines the management structure, ownership percentages, and the rights and responsibilities of each member. It serves as a guiding framework for decision-making and helps to prevent disputes among members. Additionally, the agreement addresses important issues such as profit distribution, member meetings, and procedures for adding or removing members. By establishing clear guidelines, the Operating Agreement fosters a cooperative environment and ensures compliance with state regulations. Whether you are forming a new LLC or revising an existing agreement, understanding the key components of the Georgia Operating Agreement is essential for smooth operations and long-term success.
Georgia Operating Agreement Example
Georgia Operating Agreement
This Operating Agreement (the "Agreement") is made effective as of ______ [insert date], by and among the members (the "Members") listed in Exhibit A, for the establishment and operation of ______ [insert business name], a Georgia Limited Liability Company (the "Company"). This Agreement is subject to the laws of the State of Georgia, including the Georgia Limited Liability Company Act (the "Act").
1. Formation
The Members hereby form a Limited Liability Company ("LLC") in accordance with the Georgia Limited Liability Company Act. The Company shall conduct any lawful business purpose permitted under the Act. The name of the LLC is ______ [insert LLC name] and its principal place of business is ______ [insert address], or such other place as the Members may from time to time designate.
2. Term
The term of the Company commenced on the date the Certificate of Formation was filed with the Georgia Secretary of State and shall continue until dissolved in accordance with this Agreement or the Act.
3. Capital Contributions
The Members initially contribute capital to the Company as described in Exhibit B attached to this Agreement. The Members agree to provide additional capital contributions only upon mutual agreement. No interest shall accrue on initial or subsequent contributions to the capital of the Company.
4. Distributions
Distributions of cash or other assets of the Company shall be made to the Members at such times and in such amounts as determined by the Members in accordance with their respective percentage interests in the Company as set forth in Exhibit B.
5. Management
The Company shall be managed by its Members. Decisions shall be made by the affirmative vote of Members holding a majority of the percentage interests in the Company. Specific roles and responsibilities of each Member, including any designated Manager(s), are outlined in Exhibit C.
6. Bookkeeping
The Company's financial records shall be maintained at the principal place of business and shall be available for inspection by any Member at reasonable times upon reasonable notice.
7. Amendments
This Agreement can only be amended by the written consent of all the Members.
8. Dissolution
The Company may be dissolved in accordance with the Act. Upon dissolution, the assets of the Company shall be distributed first to pay debts and liabilities, including Members who are creditors, and then to the Members in accordance with their respective interests as outlined in Exhibit B.
9. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia.
10. Members
The names and addresses of the Members, and their initial capital contributions and percentage interests in the Company, are attached hereto as Exhibit A and Exhibit B, respectively.
IN WITNESS WHEREOF, the Members have executed this Operating Agreement as of the date first above written.
- ____________________ [Member Signature], ______________ [Print Name], Date: ______
- ____________________ [Member Signature], ______________ [Print Name], Date: ______
- ____________________ [Member Signature], ______________ [Print Name], Date: ______
Exhibit A: Members
[Include list of Members' names and addresses]
Exhibit B: Capital Contributions and Percentage Interests
[Include table or list of Members' initial capital contributions and percentage ownership interests]
Exhibit C: Roles and Responsibilities
[Detail specific roles, responsibilities, and management structure, including any designated Manager(s).]
Document Information
| Fact Name | Detail |
|---|---|
| Purpose | The Georgia Operating Agreement outlines the management structure and operating procedures of a limited liability company (LLC). |
| Governing Law | The agreement is governed by the Georgia Limited Liability Company Act, O.C.G.A. § 14-11-101 et seq. |
| Members | All members of the LLC should be included in the agreement to ensure clarity in ownership and responsibilities. |
| Management Structure | The agreement can specify whether the LLC is member-managed or manager-managed. |
| Voting Rights | It should detail the voting rights of members, including how decisions will be made. |
| Profit Distribution | The agreement must outline how profits and losses will be allocated among members. |
| Amendments | Procedures for amending the agreement should be clearly stated to allow for future changes. |
| Dispute Resolution | It can include provisions for resolving disputes among members, such as mediation or arbitration. |
| Duration | The agreement can specify the duration of the LLC, whether it is perpetual or for a set term. |
| Compliance | Having a well-drafted Operating Agreement helps ensure compliance with state laws and protects members' interests. |
Fill out Other Common Templates for Georgia
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Rental Housing Application Form - Landlords may specify their rental criteria directly on the application, making expectations clear from the start.