A Limited Liability Company (LLC) is a separate legal entity that can conduct business just like a corporation with many of the advantages of a partnership. It is taxed as a partnership. Its owners are called members and receive income from the LLC just as a partner would. There is no tax on the LLC entity itself. The members are not personally liable for the debts and obligations of the entity like partners would be. Basically, an LLC combines the tax advantages of a partnership with the limited liability feature of a corporation.
An LLC is formed by filing articles of organization with the secretary of state in the same type manner that articles of incorporation are filed. The articles must contain the name, purpose, duration, registered agent, and principle office of the LLC. The name of the LLC must contain the words Limited Liability Company or LLC. An LLC is a separate legal entity like a corporation.
Management of an LLC is vested in its members. An operating agreement is executed by the members and operates much the same way a partnership agreement operates. Profits and losses are shared according to the terms of the operating agreement.
Houston Texas Sample Limited Liability Company LLC Operating Agreement is a legal document that outlines the operational and ownership structure of a limited liability company (LLC) based in Houston, Texas. This agreement is crucial for organizing the company's assets and establishing the distribution of ownership shares among the members. The document typically includes essential terms and conditions that govern the LLC's internal affairs, rights, and obligations of its members, as well as the company's management and decision-making processes. Some key components that are commonly found in a Houston Texas Sample Limited Liability Company LLC Operating Agreement with company assets divided into ownership shares are: 1. Company Name and Purpose: The document begins by stating the full legal name of the LLC, followed by a clear and concise statement of its purpose and business activities. 2. Membership and Ownership: This section outlines the names and contact information of all the LLC's members, indicating their respective ownership percentages or units. The ownership shares determine each member's percentage of profits, losses, and voting rights within the company. 3. Capital Contributions: Here, the agreement specifies the initial capital contributions made by each member, which might include both cash and non-cash assets. Additionally, it addresses future contributions and any requirements for additional funding in the company's operations. 4. Management Structure: This segment defines the management structure of the LLC. It designates whether the company will be managed by its members (member-managed) or by appointed managers (manager-managed). In a member-managed LLC, all members have the authority to manage the company's affairs, while in a manager-managed LLC, members might choose one or more managers to handle day-to-day operations. 5. Voting Rights and Decision-Making: This section outlines the voting rights associated with ownership shares in the company. It establishes the required majority or unanimous consent for decision-making on matters such as major investments, changes in ownership, or alterations to the operating agreement. 6. Allocation of Profits and Losses: The agreement describes how profits and losses will be allocated among members based on their ownership shares. It may include provisions for special allocations or distributions, such as preferred returns or specific priorities. 7. Distributions and Compensation: This part details the procedures for distributing profits to members, including the frequency, timing, and methods of distribution. It might also address whether members can receive compensation for their services rendered to the company and any limitations on such compensation. 8. Transfer of Ownership Interests: The operating agreement should specify the conditions and restrictions on transferring ownership interests, such as approval by a majority vote or the right of first refusal offered to existing members. 9. Dissolution and Liquidation: This section sets forth the procedures for dissolving the LLC and distributing its assets upon dissolution. It may identify when and how the LLC can be dissolved and outline the order of priority for settling debts, liabilities, and distributing remaining assets. Some variations or additional types of LLC operating agreements in Houston, Texas, with ownership shares can include: 1. Single-Member LLC Operating Agreement: Created for an LLC with a sole member who owns 100% of the company. 2. Multi-Member LLC Operating Agreement: Designed for LCS with multiple members, each having different ownership shares and specific rights and responsibilities. 3. Series LLC Operating Agreement: Applicable for a unique type of LLC that separates assets, liabilities, and operations into individual series or cells within the company. 4. Professional LLC Operating Agreement: Specifically tailored for licensed professionals, such as doctors, lawyers, or accountants, who form a professional limited liability company. In conclusion, a Houston Texas Sample Limited Liability Company LLC Operating Agreement with company assets divided into ownership shares is a comprehensive legal document that establishes the rights, responsibilities, and ownership structure of an LLC in Houston, Texas. It ensures proper organization, governance, and protects the interests of the company's members.Houston Texas Sample Limited Liability Company LLC Operating Agreement is a legal document that outlines the operational and ownership structure of a limited liability company (LLC) based in Houston, Texas. This agreement is crucial for organizing the company's assets and establishing the distribution of ownership shares among the members. The document typically includes essential terms and conditions that govern the LLC's internal affairs, rights, and obligations of its members, as well as the company's management and decision-making processes. Some key components that are commonly found in a Houston Texas Sample Limited Liability Company LLC Operating Agreement with company assets divided into ownership shares are: 1. Company Name and Purpose: The document begins by stating the full legal name of the LLC, followed by a clear and concise statement of its purpose and business activities. 2. Membership and Ownership: This section outlines the names and contact information of all the LLC's members, indicating their respective ownership percentages or units. The ownership shares determine each member's percentage of profits, losses, and voting rights within the company. 3. Capital Contributions: Here, the agreement specifies the initial capital contributions made by each member, which might include both cash and non-cash assets. Additionally, it addresses future contributions and any requirements for additional funding in the company's operations. 4. Management Structure: This segment defines the management structure of the LLC. It designates whether the company will be managed by its members (member-managed) or by appointed managers (manager-managed). In a member-managed LLC, all members have the authority to manage the company's affairs, while in a manager-managed LLC, members might choose one or more managers to handle day-to-day operations. 5. Voting Rights and Decision-Making: This section outlines the voting rights associated with ownership shares in the company. It establishes the required majority or unanimous consent for decision-making on matters such as major investments, changes in ownership, or alterations to the operating agreement. 6. Allocation of Profits and Losses: The agreement describes how profits and losses will be allocated among members based on their ownership shares. It may include provisions for special allocations or distributions, such as preferred returns or specific priorities. 7. Distributions and Compensation: This part details the procedures for distributing profits to members, including the frequency, timing, and methods of distribution. It might also address whether members can receive compensation for their services rendered to the company and any limitations on such compensation. 8. Transfer of Ownership Interests: The operating agreement should specify the conditions and restrictions on transferring ownership interests, such as approval by a majority vote or the right of first refusal offered to existing members. 9. Dissolution and Liquidation: This section sets forth the procedures for dissolving the LLC and distributing its assets upon dissolution. It may identify when and how the LLC can be dissolved and outline the order of priority for settling debts, liabilities, and distributing remaining assets. Some variations or additional types of LLC operating agreements in Houston, Texas, with ownership shares can include: 1. Single-Member LLC Operating Agreement: Created for an LLC with a sole member who owns 100% of the company. 2. Multi-Member LLC Operating Agreement: Designed for LCS with multiple members, each having different ownership shares and specific rights and responsibilities. 3. Series LLC Operating Agreement: Applicable for a unique type of LLC that separates assets, liabilities, and operations into individual series or cells within the company. 4. Professional LLC Operating Agreement: Specifically tailored for licensed professionals, such as doctors, lawyers, or accountants, who form a professional limited liability company. In conclusion, a Houston Texas Sample Limited Liability Company LLC Operating Agreement with company assets divided into ownership shares is a comprehensive legal document that establishes the rights, responsibilities, and ownership structure of an LLC in Houston, Texas. It ensures proper organization, governance, and protects the interests of the company's members.
Para su conveniencia, debajo del texto en español le brindamos la versión completa de este formulario en inglés. For your convenience, the complete English version of this form is attached below the Spanish version.
