LIMITED LIABILITY COMPANY OPERATING AGREEMENT
[COMPANY NAME], LLC
An Oklahoma Limited Liability Company
Effective Date: [DATE]
[// GUIDANCE: Governed by the Oklahoma Limited Liability Company Act, 18 O.S. §§ 2000 et seq. Oklahoma permits Series LLCs under 18 O.S. § 2054.4. Annual certificate required with the Secretary of State.]
ARTICLE I - FORMATION
1.1 Formation
The Members form a limited liability company pursuant to the Oklahoma Limited Liability Company Act, 18 O.S. §§ 2000 et seq. (the "Act") by filing Articles of Organization with the Oklahoma Secretary of State.
1.2 Name
[COMPANY NAME], LLC
1.3 Principal Office
[ADDRESS], Oklahoma [ZIP]
1.4 Registered Agent
Agent: [NAME]
Address: [ADDRESS], Oklahoma [ZIP]
1.5 Term
Perpetual, unless dissolved.
1.6 Series LLC
☐ This LLC IS a Series LLC under 18 O.S. § 2054.4.
☐ This LLC is NOT a Series LLC.
ARTICLE II - PURPOSE
The Company is formed for [DESCRIBE PURPOSE] and any lawful purpose under the Act.
ARTICLE III - MEMBERS
See Exhibit A for Members, Capital Contributions, and Percentage Interests.
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
Company indemnifies Members/Managers for good faith actions.
ARTICLE X - TAX MATTERS
☐ Partnership/Disregarded ☐ S corp ☐ C corp
Partnership Representative: [NAME]
ARTICLE XI - MISCELLANEOUS
Governing Law: State of Oklahoma
EXECUTION
______________________________ Date: __________
[MEMBER NAME]
EXHIBIT A - MEMBERS
| Member | Contribution | Interest |
|---|---|---|
| [NAME] | $[AMT] | [XX]% |
Governed by Oklahoma Limited Liability Company Act, 18 O.S. §§ 2000 et seq. Oklahoma permits Series LLCs.