Jump Links
The North Dakota Operating Agreement form is a crucial document for anyone involved in a limited liability company (LLC) in the state. This form lays the groundwork for how the LLC will operate, outlining the roles and responsibilities of its members. It covers essential aspects like management structure, decision-making processes, and profit distribution. Additionally, the agreement addresses how new members can join and the procedures for handling disputes. By clearly defining these elements, the Operating Agreement helps prevent misunderstandings and provides a roadmap for the company’s future. Whether you’re starting a new business or looking to formalize an existing LLC, understanding this agreement is vital for ensuring smooth operations and protecting your interests.
Sample - North Dakota Operating Agreement Form
North Dakota Limited Liability Company Operating Agreement
This Operating Agreement (the "Agreement") is made effective as of __________ (the "Effective Date"), by and among the members whose names and addresses are listed on Exhibit A attached hereto (each, a "Member" and collectively, the "Members"), regarding the company __________, a North Dakota limited liability company (the "Company"). The Company will conduct its business under the laws of the State of North Dakota and any applicable federal laws.
WHEREAS, the Members wish to create an operating agreement that outlines the governance and financial arrangements of the Company, and their respective rights and obligations;
NOW, THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Members agree as follows:
- Name and Principal Place of Business
The name of the limited liability company is __________. The principal place of business shall be __________, or such other place as the Members may from time to time designate. - Purpose
The purpose of the Company is to engage in any lawful act or activity for which limited liability companies may be organized under the North Dakota Century Code. - Term
The term of the Company shall commence on the date the Certificate of Formation is filed with the North Dakota Secretary of State and shall continue perpetually, unless dissolved in accordance with this Agreement. - Membership
The names, addresses, and initial capital contributions of the Members are as listed in Exhibit A. Additional Members may be admitted as provided in this Agreement. - Management
The Company shall be managed by its Members in accordance with the voting rights and other terms set forth in this Agreement. Each Member shall have authority to bind the Company in the ordinary course of its business. - Capital Contributions
Members have contributed capital to the Company as described in Exhibit A. They may agree from time to time to make additional contributions. No Member shall be obligated to make any further contributions, except as agreed upon by all Members. - Allocations and Distributions
Profits and losses shall be allocated to the Members in the same proportion as their respective contributions to the capital of the Company. Distributions shall be made at the discretion of the Members, subject to the Company's operating requirements and financial condition. - Membership Changes
The addition, withdrawal, or substitution of a Member shall occur only with the unanimous consent of the Members, unless otherwise provided in this Agreement. - Transfer of Interest
No Member may transfer their interest in the Company without the prior written consent of the other Members, which shall not be unreasonably withheld. - Dissolution
The Company may be dissolved upon a decision of the Members holding a majority of the voting power, or as otherwise required by law. Upon dissolution, the Company's assets shall be liquidated, and any proceeds shall be distributed to the Members in accordance with their respective interests in the Company, after settling all debts and obligations.
This Agreement represents the entire agreement among the Members regarding the Company and supersedes all prior discussions, agreements, or representations, either oral or written. Any amendments to this Agreement shall be in writing and signed by all Members.
IN WITNESS WHEREOF, the Members have executed this Operating Agreement as of the Effective Date.
MEMBERS:
__________________________
[Member Name]
__________________________
[Member Name]
Exhibit A will be attached hereto.
PDF Overview
| Fact Name | Description |
|---|---|
| Purpose | The North Dakota Operating Agreement outlines the management structure and operational procedures of a limited liability company (LLC). |
| Governing Law | This agreement is governed by the North Dakota Century Code, specifically Chapter 10-32, which pertains to LLCs. |
| Members' Rights | The agreement defines the rights and responsibilities of the members, ensuring clarity in ownership and profit distribution. |
| Flexibility | North Dakota allows LLCs to customize their operating agreements, providing flexibility to meet specific business needs. |
| Filing Requirements | While the operating agreement is not filed with the state, it is essential for internal governance and may be requested by banks or investors. |
| Amendments | Members can amend the operating agreement as needed, but amendments should be documented and agreed upon by all members. |
| Dispute Resolution | The agreement can include provisions for resolving disputes among members, which can help avoid costly litigation. |
Other Popular North Dakota Forms
Developing an Employee Handbook - Includes health and safety policies, underscoring the employer's commitment to maintaining a safe and healthy work environment.
North Dakota Power of Attorney Form - Exercising this option can reduce the burden on family members during difficult times by having a plan in place.
When creating a rental agreement, it is important to consider a well-structured Lease Agreement template that accurately reflects the needs of both the landlord and tenant. This form is essential for outlining the crucial aspects of the rental arrangement.
Mobile Home Bill of Sale - The form should also mention if the sale includes any warranties or as-is condition.