Ownership, contributions, and economics
The agreement should identify each member’s ownership and initial contribution, address future capital needs, and explain how profits, losses, and distributions will be allocated. Tax provisions should be coordinated with the company’s accountant.
Management, voting, and access to information
Members should know who can sign contracts, borrow money, hire employees, and make day-to-day decisions. The agreement can distinguish ordinary decisions from major actions that require a higher vote and can establish records and reporting expectations.
Transfers, departures, and difficult events
A complete agreement anticipates a proposed sale, voluntary withdrawal, death, disability, divorce, bankruptcy, deadlock, or breach. Buyout rights, valuation methods, payment terms, transfer restrictions, and dissolution procedures can reduce uncertainty when the owners are least able to negotiate calmly.
Helpful resources
These links provide background information. Requirements and procedures can change, and general materials cannot account for the facts of a particular matter.