Operating Agreement For Single Member Member Managed (Page 2 of 6) in pdf

1.7

Title to Assets. Title to all assets of the Company will be held in the name of the

Company. The Member does not have any right to the assets of the Company or any ownership

interest in those assets except indirectly as a result of the Member’s ownership of an interest in

the Company.

MEMBER

2.1

Name and Address. The name and address of the sole member of the Company

is:____________________________________.

2.2

Termination of Member's Interest. The Member will cease to be a member of

the Company upon the Member's death, incompetency, or bankruptcy, or upon assignment of the

Member's entire membership interest. Unless there are one or more other members of the

Company, the person who is the holder of the Member's interest immediately after the Member

ceases to be a member will become a member. If there are one or more other members of the

Company at the time the Member ceases to be a member, the person who is the holder of the

Member's interest immediately after the Member ceases to be a member will become a member

only with the consent of the other member or members.

2.3

Additional Members. Except for the holder of a member's interest who becomes

a member under the provisions of the section of this agreement relating to termination of

member's interest, additional members of the Company may be admitted only by written

agreement of the Member and the additional members.

CAPITAL

3.1

Initial Capital Contribution. The initial capital contribution of the Member will

be made by the Member's transferring to the Company all of the assets of the business currently

being operated by the Member as a sole proprietorship under the name *, subject to all of the

liabilities of such business. The assets and liabilities of such business are described on the

balance sheet of the business attached to this agreement as Exhibit A. The transfer will be made

promptly following the signing of this agreement.

3.2

Additional Contributions. Except as otherwise provided in the Act, the Member

is not required to contribute additional capital to the Company. But the Member may make

additional capital contributions to the Company from time to time as the Member wishes.

3.3

No Interest on Capital Contributions. No interest will be paid on capital

contributions.

3.4

Capital Account. A capital account will be maintained for the Member. The

Member's capital account will be credited with all capital contributions made by the Member and

with all income and gain (including any income exempt from federal income tax) of the

Company, and the Member’s capital account will be charged with the amount of all distributions

2 - Operating Agreement

Operating Agreement For Single Member Member Managed Page 2