Limited Liability Company Operating Agreement - Limited Liability Company (Page 5 of 7) in pdf

Limited Liability Company Operating Agreement - Limited Liability Company Page 5

ARTICLE V

Compensation

5.1

MANAGEMENT FEE. Any Manager rendering services to the Company shall be entitled

to compensation commensurate with the value of such services.

5.2

REIMBURSEMENT. The Company shall reimburse the Managers or Members for all

direct out-of-pocket expenses incurred by them in managing the Company.

ARTICLE VI

Bookkeeping

6.1

BOOKS. The Managers shall maintain complete and accurate books of account of the

Company's affairs at the Company's principal place of business or at another location

agreeable by the Members. Such books shall be kept on such method of accounting as

the Managers shall select. The company's accounting period shall be the calendar year.

6.2

MEMBER'S ACCOUNTS. The Managers shall maintain separate capital and distribution

accounts for each member. Each member's capital account shall be determined and

maintained in the manner set forth in Treasury Regulation 1.704-l(b)(2)(iv) and shall

consist of his initial capital contribution increased by:

(a) any additional capital contribution made by him/her;

(b) credit balances transferred from his distribution account to his capital account;

and decreased by:

(a) distributions to him/her in reduction of Company capital;

(b) the Member's share of Company losses if charged to his/her capital account.

6.3

REPORTS. The Managers shall close the books of account after the close of each

calendar year, and shall prepare and send to each member a statement of such

Member's distributive share of income and expense for income tax reporting purposes.

Operating Agreement - 5

Limited Liability Company Operating Agreement - Limited Liability Company Page 5