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Sample Manager-Managed LLC Operating Agreement

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Sample Manager-Managed LLC Operating AgreemenA limited liability company is a form of business organization that combines aspects of the corporation and the partnership. An LLC may be managed by its owner(s) or by one or more managers who may or may not be owners. For a more complete description of limited liability companies, and answers to the most commonly asked questions about LLCs, please see the article entitled An Introduction to the Limited Liability Company (LLC).

This LLC Operating Agreement template is designed for a limited liability company that will own, operate, develop and manage a single real estate project. It is not suitable for a limited liability company that will be involved in multiple real estate projects, or for use with any sort of real estate investment fund. The template is for an LLC that will be operated by a single manager who will have complete control over the day-to-day activities of the project, and will have almost total decision-making authority.

This Operating Agreement is not suitable for any arrangement where any member will use or occupy the LLC-owned property, either on a full-time, occasional, shared, or rotating basis.

This Operating Agreement form can be used for limited liability companies created in any U.S. state. It is nine pages in length, and written in plane English with the minimum amount of legal jargon. Its main topics are:

Initial member contributions
Future member contribution obligations
Consequences when members fail to make required contributions
Allocations and distributions
Management and decision-making
Transfers (including sales and gifts) of membership interests
Dissolution
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