This sample Operating Agreement describes the rules by which the Members agree to govern the company. Modify to suit your needs.
The San Antonio Texas Sample Operating Agreement for Professional Limited Liability Company (LLC) is a legally binding document that governs the internal operations, management, and ownership structure of a professional limited liability company in San Antonio, Texas. It outlines the rights and obligations of the members, also known as owners, and establishes the rules and procedures for decision-making and profit distribution. The operating agreement typically encompasses various key areas, including but not limited to the following: 1. Introduction and Formation: This section provides an overview of the LLC and states its name, principal place of business, and the date of its formation. It also specifies the purpose for which the LLC is being formed, which in the case of a professional entity, is typically the practice of a licensed profession within San Antonio, Texas. 2. Membership Units: The operating agreement defines the ownership interests in the LLC as membership units, which represent a member's percentage of ownership, voting rights, and share of profits and losses. It outlines the initial distribution of membership units among the founders and allows for the issuance of additional units in the future. 3. Management and Decision-Making: This section outlines the management structure of the LLC, including whether it will be managed by all members or by designated managers. It specifies the voting rights of the members and outlines the decision-making process for major issues and day-to-day operations. 4. Member Meetings: The operating agreement may provide for regular and/or special member meetings to discuss important matters, such as major business decisions, financial reports, or admission of new members. It may also address procedures for proxy voting and the required notice period for meetings. 5. Capital Contributions and Distributions: This section outlines the initial capital contributions made by each member and allows for future contributions when necessary. It specifies how profits and losses will be allocated among members and establishes the rules for distributions, including the timing and proportionate share of profits available for distribution. 6. Ownership Changes and Transfers: The operating agreement addresses the procedures for admitting new members to the LLC, including potential restrictions on transfers of membership units. It may also cover scenarios such as member resignations, death, or incapacitation, outlining how the membership interests will be dealt with in these situations. 7. Dissolution and Termination: This section outlines the circumstances under which the LLC may be dissolved, such as unanimous member consent or expiration of its specified term. It also establishes the procedures for winding up the affairs of the LLC, including the distribution of remaining assets and liabilities. It is important to note that the specific content and provisions of the San Antonio Texas Sample Operating Agreement for Professional Limited Liability Company LLC can vary depending on the specific requirements and preferences of the LLC members. Different PLL Cs may have variations in the terms and conditions outlined in the operating agreement, tailored to their unique professional practices and circumstances.The San Antonio Texas Sample Operating Agreement for Professional Limited Liability Company (LLC) is a legally binding document that governs the internal operations, management, and ownership structure of a professional limited liability company in San Antonio, Texas. It outlines the rights and obligations of the members, also known as owners, and establishes the rules and procedures for decision-making and profit distribution. The operating agreement typically encompasses various key areas, including but not limited to the following: 1. Introduction and Formation: This section provides an overview of the LLC and states its name, principal place of business, and the date of its formation. It also specifies the purpose for which the LLC is being formed, which in the case of a professional entity, is typically the practice of a licensed profession within San Antonio, Texas. 2. Membership Units: The operating agreement defines the ownership interests in the LLC as membership units, which represent a member's percentage of ownership, voting rights, and share of profits and losses. It outlines the initial distribution of membership units among the founders and allows for the issuance of additional units in the future. 3. Management and Decision-Making: This section outlines the management structure of the LLC, including whether it will be managed by all members or by designated managers. It specifies the voting rights of the members and outlines the decision-making process for major issues and day-to-day operations. 4. Member Meetings: The operating agreement may provide for regular and/or special member meetings to discuss important matters, such as major business decisions, financial reports, or admission of new members. It may also address procedures for proxy voting and the required notice period for meetings. 5. Capital Contributions and Distributions: This section outlines the initial capital contributions made by each member and allows for future contributions when necessary. It specifies how profits and losses will be allocated among members and establishes the rules for distributions, including the timing and proportionate share of profits available for distribution. 6. Ownership Changes and Transfers: The operating agreement addresses the procedures for admitting new members to the LLC, including potential restrictions on transfers of membership units. It may also cover scenarios such as member resignations, death, or incapacitation, outlining how the membership interests will be dealt with in these situations. 7. Dissolution and Termination: This section outlines the circumstances under which the LLC may be dissolved, such as unanimous member consent or expiration of its specified term. It also establishes the procedures for winding up the affairs of the LLC, including the distribution of remaining assets and liabilities. It is important to note that the specific content and provisions of the San Antonio Texas Sample Operating Agreement for Professional Limited Liability Company LLC can vary depending on the specific requirements and preferences of the LLC members. Different PLL Cs may have variations in the terms and conditions outlined in the operating agreement, tailored to their unique professional practices and circumstances.
