LIMITED LIABILITY COMPANY OPERATING AGREEMENT

[COMPANY NAME], LLC

A Nevada Limited Liability Company

Effective Date: [DATE]

[// GUIDANCE: Governed by Nevada Revised Statutes Chapter 86 (NRS 86.011 et seq.). Nevada is known for business-friendly laws, no state income tax, strong privacy protections, and Series LLC availability. IMPORTANT: Nevada is a COMMUNITY PROPERTY state. Annual list of managers/members required.]

ARTICLE I - FORMATION

1.1 Formation

The Members form a limited liability company pursuant to Nevada Revised Statutes Chapter 86 (the "Act") by filing Articles of Organization with the Nevada Secretary of State.

1.2 Name

[COMPANY NAME], LLC

1.3 Principal Office

[ADDRESS], Nevada [ZIP]

1.4 Registered Agent

Agent: [NAME]
Address: [ADDRESS], Nevada [ZIP]

1.5 Term

Perpetual, unless dissolved per this Agreement or the Act.

1.6 Series LLC

☐ This LLC IS a Series LLC under NRS 86.296.
☐ This LLC is NOT a Series LLC.

[// GUIDANCE: Nevada permits Series LLCs. Each series can have separate assets, liabilities, and members with internal liability shields.]

ARTICLE II - PURPOSE

The Company is formed for [DESCRIBE PURPOSE] and any lawful purpose under the Act.

ARTICLE III - MEMBERS

3.1 Initial Members

See Exhibit A for Members, Capital Contributions, and Percentage Interests.

3.2 Community Property

[// GUIDANCE: Nevada is a community property state.]

(a) Each married Member represents the character of their Membership Interest.
(b) Spousal consent attached as Exhibit B if applicable.

3.3 Privacy

[// GUIDANCE: Nevada does not require disclosure of member or manager names on publicly filed documents, providing enhanced privacy.]

ARTICLE IV - CAPITAL

Initial Contributions per Exhibit A. Capital Accounts per IRC § 704(b).

ARTICLE V - ALLOCATIONS AND DISTRIBUTIONS

Profits, Losses, and Distributions per Percentage Interests.

ARTICLE VI - MANAGEMENT

☐ MEMBER-MANAGED
☐ MANAGER-MANAGED: Manager(s): [NAME(S)]

ARTICLE VII - TRANSFER RESTRICTIONS

Transfers require [majority/unanimous] consent. Right of First Refusal: [30] days.

ARTICLE VIII - DISSOLUTION

Upon Member consent, judicial dissolution, or Act requirements.

ARTICLE IX - INDEMNIFICATION

9.1 Limitation of Liability

To the maximum extent permitted by NRS 86.371, no Member or Manager shall be personally liable for Company obligations.

9.2 Indemnification

Company indemnifies Members/Managers to the fullest extent permitted by Nevada law.

ARTICLE X - TAX MATTERS

☐ Partnership/Disregarded ☐ S corp ☐ C corp
Partnership Representative: [NAME]

10.1 Nevada Taxes

[// GUIDANCE: Nevada has no state income tax. However, Nevada imposes a Commerce Tax on businesses with Nevada gross revenue over $4 million and requires an annual list filing with a fee.]

ARTICLE XI - MISCELLANEOUS

Governing Law: State of Nevada

EXECUTION

______________________________ Date: __________
[MEMBER NAME]

EXHIBIT A - MEMBERS

Governed by Nevada Revised Statutes Chapter 86. Nevada has no state income tax, permits Series LLCs, and is a community property state.