The South Dakota Operating Agreement form is a crucial document that outlines the management structure and operational procedures for a limited liability company (LLC) in South Dakota. This form serves as a foundation for how the LLC will operate, detailing the roles of members and managers, as well as financial arrangements. To ensure compliance and smooth operations, it is essential to fill out this form accurately.
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The South Dakota Operating Agreement form serves as a crucial document for limited liability companies (LLCs) operating within the state. This form outlines the internal management structure and operational guidelines of an LLC, ensuring that all members understand their rights and responsibilities. Key components typically included in the agreement are the distribution of profits and losses, decision-making processes, and procedures for adding or removing members. Furthermore, the agreement addresses the roles of managers, if applicable, and provides clarity on how disputes among members will be resolved. By establishing these foundational elements, the Operating Agreement not only aids in maintaining order within the company but also protects the interests of its members. Without a well-drafted Operating Agreement, an LLC may face challenges related to governance and liability, making this document an essential aspect of business formation and management in South Dakota.
South Dakota Operating Agreement Template
This Operating Agreement, referred to herein as the "Agreement," is made and entered into as of __________ (the "Effective Date"), by and among the Members listed in Exhibit A attached hereto and incorporated herein by this reference (collectively, the "Members"), for the purpose of forming a South Dakota Limited Liability Company, pursuant to the South Dakota Limited Liability Company Act (the "Act").
The name of the Limited Liability Company established hereby is ______________________ (the "Company"), and the principal place of business shall be ______________________, or such other place as the Members may from time to time designate.
Article I: Formation
This Agreement establishes that the Members have formed the Company as a Limited Liability Company ("LLC") under the laws of the State of South Dakota. The Company will conduct any lawful business activity for which Limited Liability Companies may be organized under the Act.
Article II: Members
The Members of the Company as of the Effective Date are listed in Exhibit A. No person may become a Member of the Company except in accordance with the terms of this Agreement. The Members shall hold all authority and responsibility for the management and control of the Company and its business affairs.
Article III: Contributions
Each Member has contributed capital to the Company as described in Exhibit B. Additional contributions shall only be made upon mutual consent of all Members.
Article IV: Distributions
Distributions of the Company's profits and losses shall be made to the Members in proportion to their percentage interest in the Company, as documented in Exhibit B, subject to any limitations or requirements under the Act.
Article V: Management
The Company shall be managed by the Members collectively, in accordance with the majority vote, except as otherwise provided in this Agreement or required by the Act. Each Member shall have one vote per capital interest percentage as documented in Exhibit B.
Article VI: Member Changes
Any addition, withdrawal, or substitution of a Member shall require an amendment to this Agreement, which must be agreed upon in writing by all current Members and comply with the provisions of the Act.
Article VII: Dissolution
The Company may be dissolved as provided in the Act. Upon dissolution, the Company's assets shall be liquidated and the proceeds distributed to the Members in accordance with their respective interests in the Company, after satisfying any debts and obligations.
The undersigned Members have executed this Operating Agreement as of the Effective Date.
Members:
Exhibit A - List of Members
Member Names and Percentage Interests:
Exhibit B - Capital Contributions and Profit/Loss Distribution
Details regarding each Member's capital contribution and share of profit/loss:
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