The Investment LLC Operating Agreement is essential when forming an investment-focused LLC in the United States. This document serves as the foundational contract between members, establishing the entity's governance structure, investment parameters, and operational procedures. It's particularly crucial for private equity, venture capital, and other investment vehicles where multiple parties pool capital for investment purposes. The agreement must comply with state-specific LLC laws while addressing key aspects such as capital calls, investment decisions, profit distributions, and exit strategies.
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1. Parties: Identification of all members and the LLC entity
2. Background: Purpose of forming the LLC and basic intentions of the parties
3. Definitions: Key terms used throughout the agreement
4. Formation: Details of LLC formation, registered office, and registered agent
5. Capital Contributions: Initial and additional capital contributions, member commitments
6. Membership Interests: Allocation of ownership interests and voting rights
7. Management: Management structure, voting procedures, and decision-making processes
8. Distributions: Profit and loss allocation, distribution procedures
9. Transfer Restrictions: Limitations on transfer of membership interests
10. Dissolution: Procedures for winding up and dissolving the LLC
1. Investment Committee: Structure and procedures for investment decisions (used for investment-focused LLCs with formal investment decision processes)
2. Tag-Along Rights: Rights of members to join in sale of interests (used when protecting minority investors)
3. Drag-Along Rights: Rights to force other members to join in sale (used when majority investors need exit flexibility)
4. Special Purpose Vehicle Provisions: Specific provisions for SPV structures (used when LLC is formed as an SPV for specific investments)
1. Schedule of Members: List of all members and their capital contributions
2. Investment Guidelines: Detailed investment criteria and limitations
3. Valuation Procedures: Methods for valuing investments and membership interests
4. Management Fee Structure: Details of management compensation and fee calculations
5. Form of Transfer Agreement: Template for transferring membership interests
Relevant legal definitions
Agreement
Additional Capital Contribution
Adjusted Capital Account
Affiliate
Available Cash
Bankruptcy
Capital Account
Capital Contribution
Certificate of Formation
Class
Code
Company
Company Interest
Company Property
Confidential Information
Default
Defaulting Member
Distribution
Effective Date
Fiscal Year
GAAP
Initial Capital Contribution
Investment
Investment Committee
Investment Guidelines
Investment Period
Investment Strategy
LLC Act
Losses
Management Fee
Manager
Managing Member
Member
Membership Interest
Net Income
Net Loss
Operating Expenses
Percentage Interest
Person
Profits
Regulatory Allocations
Securities Act
State
Subscription Agreement
Tax Matters Partner
Transfer
Treasury Regulations
Unpaid Capital Commitment
Valuation Date
Withdrawal
Additional Capital Contribution
Adjusted Capital Account
Affiliate
Available Cash
Bankruptcy
Capital Account
Capital Contribution
Certificate of Formation
Class
Code
Company
Company Interest
Company Property
Confidential Information
Default
Defaulting Member
Distribution
Effective Date
Fiscal Year
GAAP
Initial Capital Contribution
Investment
Investment Committee
Investment Guidelines
Investment Period
Investment Strategy
LLC Act
Losses
Management Fee
Manager
Managing Member
Member
Membership Interest
Net Income
Net Loss
Operating Expenses
Percentage Interest
Person
Profits
Regulatory Allocations
Securities Act
State
Subscription Agreement
Tax Matters Partner
Transfer
Treasury Regulations
Unpaid Capital Commitment
Valuation Date
Withdrawal
Clauses
Formation and Purpose
Capital Contributions
Membership Interests
Management Rights
Voting Rights
Investment Strategy
Capital Accounts
Distributions
Allocations of Profits and Losses
Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Put and Call Options
Investment Committee
Management Fees
Confidentiality
Non-Competition
Books and Records
Tax Matters
Indemnification
Withdrawal Rights
Removal Rights
Default Provisions
Amendment Procedures
Dissolution and Liquidation
Dispute Resolution
Governing Law
Force Majeure
Notices
Assignment
Severability
Entire Agreement
Investment Guidelines
Valuation Procedures
Reporting Requirements
Capital Contributions
Membership Interests
Management Rights
Voting Rights
Investment Strategy
Capital Accounts
Distributions
Allocations of Profits and Losses
Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Put and Call Options
Investment Committee
Management Fees
Confidentiality
Non-Competition
Books and Records
Tax Matters
Indemnification
Withdrawal Rights
Removal Rights
Default Provisions
Amendment Procedures
Dissolution and Liquidation
Dispute Resolution
Governing Law
Force Majeure
Notices
Assignment
Severability
Entire Agreement
Investment Guidelines
Valuation Procedures
Reporting Requirements
Relevant Industries
Relevant Teams
Relevant Roles
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