The Single Member Managed LLC Operating Agreement is designed for businesses seeking to establish a clear governance structure under English and Welsh law while maintaining operational flexibility. While LLCs are traditionally American structures, this agreement adapts the concept to align with UK legal requirements. It is particularly useful when establishing a single-owner business that requires formal documentation of management procedures, capital arrangements, and operational protocols. The agreement covers essential aspects including ownership rights, management responsibilities, capital contributions, profit distributions, and transfer restrictions, while ensuring compliance with UK company law requirements.
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1. Parties: Identifies the member and the company
2. Background: Context of the agreement and company formation
3. Definitions: Key terms used throughout the agreement
4. Company Formation: Details of company structure and purpose
5. Management Structure: Member's rights and responsibilities in managing the company
6. Capital Contributions: Initial and ongoing capital requirements
7. Distributions: Rules for profit distribution
8. Transfer Restrictions: Rules regarding transfer of ownership
1. Additional Members: Procedures for admitting new members - include when future expansion is anticipated
2. Employment Provisions: Terms regarding member employment - include when member will be employed by company
3. Intellectual Property: IP ownership and protection - include when company will develop or own IP
4. Confidentiality: Protection of company information - include when dealing with sensitive information
1. Initial Business Plan: Detailed business strategy and objectives
2. Capital Contribution Schedule: Details of initial and planned capital contributions
3. Company Details: Registered office, directors, share capital structure
4. Management Procedures: Detailed operational procedures and policies
Relevant legal definitions
Agreement
Articles of Association
Business
Business Day
Capital Account
Capital Contribution
Company
Companies Act
Confidential Information
Default
Director
Distribution
Effective Date
Encumbrance
Financial Year
Initial Capital Contribution
Intellectual Property Rights
Law
Member
Member Interest
Operating Expenses
Permitted Transfer
Person
Profits and Losses
Registered Office
Related Party
Relevant Jurisdiction
Secretary
Share Capital
Tax
Transfer
Working Capital
Articles of Association
Business
Business Day
Capital Account
Capital Contribution
Company
Companies Act
Confidential Information
Default
Director
Distribution
Effective Date
Encumbrance
Financial Year
Initial Capital Contribution
Intellectual Property Rights
Law
Member
Member Interest
Operating Expenses
Permitted Transfer
Person
Profits and Losses
Registered Office
Related Party
Relevant Jurisdiction
Secretary
Share Capital
Tax
Transfer
Working Capital
Clauses
Formation and Name
Business Purpose
Principal Place of Business
Term and Dissolution
Capital Contributions
Additional Capital
Distributions
Management Rights
Voting Rights
Decision Making
Books and Records
Bank Accounts
Tax Matters
Transfer Restrictions
Withdrawal Rights
Admission of New Members
Confidentiality
Intellectual Property
Non-Competition
Indemnification
Insurance
Accounting
Amendments
Notices
Governing Law
Dispute Resolution
Force Majeure
Severability
Entire Agreement
Assignment
Business Purpose
Principal Place of Business
Term and Dissolution
Capital Contributions
Additional Capital
Distributions
Management Rights
Voting Rights
Decision Making
Books and Records
Bank Accounts
Tax Matters
Transfer Restrictions
Withdrawal Rights
Admission of New Members
Confidentiality
Intellectual Property
Non-Competition
Indemnification
Insurance
Accounting
Amendments
Notices
Governing Law
Dispute Resolution
Force Majeure
Severability
Entire Agreement
Assignment
Relevant Industries
Relevant Teams
Relevant Roles
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