LLC Operating Agreement
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LIMITED LIABILITY COMPANY OPERATING AGREEMENT

[COMPANY NAME], LLC

A Wisconsin Limited Liability Company

Effective Date: [DATE]

[// GUIDANCE: Governed by the Wisconsin Limited Liability Company Law, Wis. Stat. Chapter 183. IMPORTANT: Wisconsin is a COMMUNITY PROPERTY state (marital property). Annual reports required with the Department of Financial Institutions.]


ARTICLE I - FORMATION

1.1 Formation

The Members form a limited liability company pursuant to the Wisconsin Limited Liability Company Law, Wis. Stat. Chapter 183 (the "Act") by filing Articles of Organization with the Wisconsin Department of Financial Institutions.

1.2 Name

[COMPANY NAME], LLC

1.3 Principal Office

[ADDRESS], Wisconsin [ZIP]

1.4 Registered Agent

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

1.5 Term

Perpetual, unless dissolved.


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 Marital Property

[// GUIDANCE: Wisconsin is a marital property (community property) state. Membership interests acquired during marriage may be marital property.]

(a) Each married Member represents the character of their Membership Interest.
(b) Spousal consent may be required for transfers.


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 per Wis. Stat. § 183.0403.


ARTICLE X - TAX MATTERS

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


ARTICLE XI - MISCELLANEOUS

Governing Law: State of Wisconsin


EXECUTION

______________________________ Date: __________
[MEMBER NAME]


EXHIBIT A - MEMBERS

Member Contribution Interest
[NAME] $[AMT] [XX]%

Governed by Wisconsin Limited Liability Company Law, Wis. Stat. Chapter 183. Wisconsin is a marital property (community property) state.

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