Georgia LLC Operating Agreement
The Georgia LLC Operating Agreement is the core document that is referred to when issues
concerning a Georgia limited liability company (“LLC”) need to be resolved.
The LLC
Operating Agreement is the most important document for your Georgia LLC.
In the case of a single member LLC, without the formality
of an LLC Operating Agreement, the LLC can closely resemble
a sole proprietorship, which does not limit your personal
liability for business debts of the LLC.
With respect to a multi-member LLC, the LLC Operating Agreement reflects the agreement among the members with
respect to the affairs and management of the LLC and governs
the relationship amongst the members of the LLC. By having
an LLC Operating Agreement, the members will be provided
with a clear set of rules that all members have agreed upon
greatly reducing the likelihood of disagreement between
them in the future. A LLC Operating Agreement will also
greatly reduce financial and management misunderstandings,
and make sure your business is governed by your own rules
-- not default rules created by the state of Georgia.
Need a LLC Operating Agreement for your Georgia LLC?
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Whether your LLC
will have one or more members, will be managed by its members
or by elected managers, or will be granting one or more
members an interest in the LLC for the performance of services,
myLLCagreement.com will generate a customized LLC operating
agreement tailored to the needs of your business.
If you don’t want
to spend thousands of dollars on a lawyer and don’t trust
outdated internet forms, then let myLLCagreement.com help
you create a customized LLC operating agreement for your
Georgia LLC.
The LLC operating
agreement does not have to be filed with any state agency.
All states, including the state of Georgia will enforce
valid operating agreements entered into among LLC members.
The operating agreement will only be enforced against the
persons who are parties to the agreement. Therefore, it
is extremely important that all members of an LLC sign the
operating agreement.
Your Georgia
Limited Liability Company
LLC Filing Office
Secretary
of State
Corporations Division
Suite 315, West Tower
2 Martin Luther King Jr. Drive
Tel: 404-656-2817
www.sos.state.ga.us/corporations
Check Name Availability
Entity or Franchise Level Tax
Georgia
does not require partnerships, LLCs taxable as partnerships,
or disregarded single-member LLCs to pay a general net worth
tax or a tax based on net income.
State LLC Act
The
Georgia LLC Act is contained in Section 14-11-100 of the
Georgia Code
Important Statutory Rules
LLC Management
An
LLC is managed by its members unless the Articles of Organization
states that the LLC is to be managed by one or more managers.
Admission of Members
Unless
the Operating Agreement states otherwise, new membership
must be issued with the unanimous consent of all the members.
Amending the Operating Agreement
Unless
the Operating Agreement states otherwise, amendments to
the Operating Agreement must be approved by all the members.
Transaction Benefiting Manager
Unless
otherwise provided in the LLC Operating Agreement, a contract
or transaction that personally benefits a manager or managing
member can be approved by members or managers without a
personal interest in the contract or transaction after disclosure
of the interest of the member or manager in the contract
or transaction
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