Free Sample LLC Ownership Agreement

This LLC Ownership Agreement is a template for business owners to establish clear terms and agreements for the operation, ownership, and management of a Limited Liability Company (LLC). The agreement defines the rights, duties, and obligations of LLC members, providing a structured framework for managing the business and resolving disputes.

I. Company Formation and Structure

This section outlines the essential information regarding the formation and structure of the LLC.

1. Company Name: The official name of the LLC is [YOUR COMPANY NAME].

2. Company Number: The LLC is registered with the company number [YOUR COMPANY NUMBER].

3. Company Address: The primary business address of the LLC is [YOUR COMPANY ADDRESS].

4. Company Website: The official website of the LLC is [YOUR COMPANY WEBSITE].

5. Formation Date: The LLC was officially formed on January 15, 2050.

II. Ownership and Capital Contributions

This section defines the ownership percentages and capital contributions made by each member.

1. Members and Ownership Percentages:

2. Capital Contributions:

   • The initial capital contributions will be provided as listed above.

   • No additional capital contributions are required unless agreed upon by the members.

III. Management Structure

This section outlines how the LLC will be managed, either by its members or by appointed managers.

1. Management Type: The LLC will be member-managed, meaning all members will participate in decision-making and management.

2. Duties and Responsibilities:

   • Garfield Williams: Will oversee operations and business development.

   • Jeremy Marvin: Will manage finance and accounting.

   • Ernesto Murphy: Will lead marketing and sales efforts.

IV. Profit and Loss Distribution

This section details how profits and losses will be shared among the members based on their ownership percentages.

1. Distribution of Profits and Losses:

   • Profits and losses of the LLC will be distributed according to each member’s ownership percentage.

   • For example, Garfield Williams will receive 40% of the profits, while Jeremy Marvin and Ernesto Murphy will receive 30% each.

V. Transfer of Ownership Interests

This section defines the terms and conditions under which ownership can be transferred or sold.

1. Transfer Restrictions:

   • Members may transfer their ownership interests to third parties only with the written consent of the other members.

2. Right of First Refusal:

   • If any member wishes to sell their shares, the remaining members have the right of first refusal to purchase those shares at fair market value.

VI. Dispute Resolution

This section outlines how disputes between members will be handled.

1. Mediation and Arbitration:

   • Any disputes that cannot be resolved through discussion will be resolved through mediation. If mediation fails, the dispute will be resolved by arbitration under the rules of the American Arbitration Association.

2. Venue:

   • All disputes will be resolved in Georgia.

VII. Dissolution of the LLC

This section details the process for dissolving the LLC if necessary.

1. Voluntary Dissolution:

   • The LLC may be dissolved if all members agree in writing. The dissolution process will be carried out according to state laws.

2. Liquidation:

   • Upon dissolution, the LLC’s assets will be liquidated, and any remaining liabilities will be settled before any distribution of the remaining assets to the members.

VIII. Miscellaneous Provisions

This section covers various general provisions that may apply to the LLC.

1. Governing Law: The laws of the state of Georgia shall govern this agreement.

2. Amendments: Any amendments to this agreement must be made in writing and signed by all members.

3. Severability: If any provision of this agreement is found to be unenforceable, the remaining provisions will remain in effect.

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