A Colorado LLC operating agreement for an S Corp is a legal document that outlines the internal operations, management structure, and ownership details of a limited liability company (LLC) in Colorado that has elected to be treated as an S Corporation for tax purposes. This agreement is crucial for establishing the rights and responsibilities of the LLC members, known as shareholders in an S Corp. The Colorado LLC operating agreement for an S Corp covers a wide range of key topics, including: 1. Formation and Structure: This section describes the formation of the LLC and the roles of its members. It outlines the purpose of the company and specifies how it will be managed and operated. 2. Members and Shareholders: The agreement lists the names and details of the LLC members and specifies their ownership percentage or shares in the company. It also outlines the procedures for adding or removing members or selling shares. 3. Management and Governance: This section defines the management structure of the LLC and states whether it will be member-managed or manager-managed. It establishes the powers and responsibilities of managers and the decision-making process. 4. Meetings and Voting: This part covers the procedures for conducting meetings, whether in person or remotely, and outlines the voting rights of the members or shareholders. It also highlights the required quorum for making decisions. 5. Distribution of Profits and Losses: The agreement outlines how the LLC's profits and losses will be allocated among the members, including the distribution of retained earnings and any tax implications. 6. Dissolution and Termination: This section details the process for dissolving the LLC in the event of bankruptcy, member withdrawals, or other circumstances. It also addresses how the remaining assets will be distributed. It is important to note that while there may not be different types of Colorado LLC operating agreements specifically tailored for S Corps, Colorado law allows for flexibility in drafting and customizing the agreement to suit the unique needs and preferences of the LLC and its members. Therefore, the operating agreement can be adapted to include additional provisions or modifications as required. In conclusion, a Colorado LLC operating agreement for an S Corp is a comprehensive legal document that provides a framework for the governance, structure, and operation of an LLC that has elected to be treated as an S Corporation for tax purposes. It sets forth the rights, responsibilities, and relationships among the members or shareholders, ensuring clarity and protection for all parties involved.