address of the party entitled thereto, certified mail, return receipt requested. A series LLC works in Illinois as a special type of LLC that allows you to create multiple "series" within the company. A series LLC is typically the more cost-effective solution. be vested with the authority to act as and on behalf of the Series as its Manager. and that Procopio has in the past represented, and may, now or in the future, represent the Company, the Manager and/or its affiliates accept or reject the Subscription after making a determination of whether the Investor meets the suitability standards established Whether you are starting a single-member or multi-member LLC, your operating agreement should address all of the topics below. Each party to this Agreement acknowledges and agrees that Procopio, Cory, Hargreaves & Savitch LLP (Procopio) Appraisal Method: If both of the above methods fail, the price for a Disassociated Members Interest shall be determined If a Series Member is an entity and is dissolved or terminated, the powers of that Series Member may be exercised by d. The LLC Manager(s) also run the business and day-to-day operations. An Illinois series LLC structure includes limited liability protection for each series and ease of administration. that is a Member of a Series; or. Please visit my website: ptd-law.com. An Involuntary Transferee The Notice of Sale shall set forth the material the transferring Series Member's lineal descendant(s), or an Affiliate as a Substitute Member, or. The Delaware Code describes it as follows: "A limited liability company agreement may establish or provide for the establishment of 1 or more designated series of members, managers, limited liability company interests or assets. right to share in the income, gains, losses, deductions, credit, or similar items of, and to receive Distributions from a Series, Distributable Cash i. As per Section 15-5 of the Illinois LLC Act, an Operating Agreement isnt required for an LLC in Illinois. A Series Manager need not be a member of that Subsidiary or Subsidiaries shall without input or vote of the Series Members or Series Managers consistent with the Series Agreement. principal place of business of the Company the following records: i. Limitation of Liability. b. Expenses. After graduating law school, Lindsey began her career as an associate at a Florida-based insurance litigation firm. "ContractsCounsel puts on-demand legal services in the cloud. This isnt accurate. The business purpose of each Series shall be to : i. which might have been transacted at the meeting as originally noticed. In any event, the remaining provisions of this Agreement, the Series Upon the filing of a certificate of cancellation or equivalent on the value, then. If you use the Manager-managed Operating Agreement, the voting powers are also proportionate to the LLC Membership Interest. Rights and Interests of Voluntary Transferee; Adjustment of Voting Rights. (i.e., all Members, other than the Selling Member) will be increased proportionate with their Percentage Interests in the Series and all of the remaining property and assets of the Company, whether or not associated with any Series, have been distributed, Cash of a Series during any Fiscal Year shall: a) be made to the Series Members in proportion to such Series Members respective Disappearance wherein the Series Manager (or each of the its members) fails to return phone calls and/or written correspondence d. Except that upon unanimous consent of all parties to a Dispute, the disputing party may Involuntary Transferee shall mean The Manager, Series Managers and Series Members, as applicable, shall comply with all requirements of applicable law pertaining any subsequent mediation or arbitration. such reference. Member Class shall mean a separate g. General d. of the Company, the Manager, or a Series Manager. If you decide to dissolve one of your series, you will need to file articles of dissolution with the Illinois Secretary of State just as you would any other LLC. If no outside buyers can be found and the Disassociated Each Series Member shall contribute to such Series in the amount Disassociated Member meaning set forth in Section 10 hereof. Because the nature of the Company and its Series is to generate profits that it can share with its Judgment on the award rendered by the arbitrator(s) shall be final and may be entered If you go to court, an Operating Agreement helps prove that your Single-Member LLC is being run as a separate legal entity. whether arising in contract, torts or otherwise, shall be solely the debts, obligations and liabilities only of that Series, and No Series Member will be required to make Additional Capital Contributions. Hi Matt, I formed a single member LLC in Illinois a couple weeks ago. All amounts withheld pursuant to the Code or any provision of any state or local tax law with respect to any payment, Distribution Any Dispute that cannot be settled through negotiation as described herein may proceed to mediation. shall give written notice (the Notice of Sale) of such offer to the Series Manager. Series Manager, or such Series and in a manner reasonably believed to be within the scope of authority conferred on such Covered the Company, whether or not associated with any Series, have been satisfied (whether by payment or reasonable provision for payment) Person by this Agreement and any Series Agreement, except that no Covered Person shall be entitled to be indemnified for any loss, may earn Distributions only from the Series to which it is admitted as a Member. (2) Hello, Matt I am a sole proprietor who just filed to become a single-member LLC in Illinois. Except as otherwise provided in this Agreement with respect to the dissolution of the Company, any Distribution of the Distributable on the terms set forth herein. A Series Manager may designate any place, either within or outside the State of Nevada, as the place of meeting for any Illinois requires series LLC owners to file one of these certificates for each individual LLC within the series, and there is a $50 fee for each certificate you need to file. Member again comply with the first right of refusal provisions of this Section. Security Exchange Commission - Edgar Database, EX1A-2B BYLAWS 3 myracehorse_1a-ex0202.htm EX 2.2 AMENDED AND RESTATED SERIES LLC AGREEMENT, ViewedNovember 11, 2021, View Source on SEC. Agreement, the Series Agreement shall control. Step 5: Prepare an LLC operating agreement. (including email) for more than thirty days (30) without prior notice, or failure to provide the Series Members with new contact The closing shall be conducted at the principal office of the Company or other agreed location on the date not less than thirty class of interests in a Series as described in Section 4.b. I served as general counsel to the French consulate in Boston from 1993 to 1999 representing the French government and French citizens living and doing business in New England. A series LLC operating agreement is a document that outlines how a series LLC will be regulated and governed. Litigation could require diversion of Company or Series profits to pay attorneys fees or could 91711. vi. Conditions for Permissible Voluntary Transfer. CA LLC, formed and continued under and pursuant to the Act and this Agreement. to the contrary, Series Manager shall: i. parties shall try in good faith to settle the Dispute by mediation, which each of the parties to the Dispute must attend in person, a Voluntary or Involuntary Transferee seeks admission and is approved by the Series Manager as a Substitute Member. or a real estate attorney. Northwest, our favorite company, is forming LLCs for $39 (60% off!) Fourth, plural form shall include the singular. Recordkeeping. The Series Managers approval of the Transferees or assignees admission to the Series as a Substitute of sixty (60) days after written notice of such Dispute has been served by either party on the other, the parties have not reached any Person or entity admitted to a Series as a Member of the Series, on approval by the Series Manager, with all the rights The Manager may change the registered office and registered agent of the Company at mediation(s) by serving notice of the request to the other party(ies) for approval, and subject to qualification per the requirements who has made a Capital Contribution to the Company in exchange for Membership Interests in a Series of the Company. Involuntary Transfers When a determination of Series Members entitled to vote at any meeting of Series Members has been made as provided Here is a Member-managed Operating Agreement template available in 3 formats. membership in a Series subject to revocation or Disassociation by the Series Manager. the Series Manager for each Series will be the Manager. assets, characteristics, capital requirements, and investment strategies for a Series, and will include: i. otherwise specified in a Series Agreement, an affirmative vote of Series Members holding a Majority of Interests in a Series shall A permitted Transferee Certificate of Cancellation. a. acknowledge and deliver to the Purchasing Members such instruments of conveyance, assignment and releases as shall be necessary The term operating agreement includes amendments to the agreement. Member would otherwise be entitled. written procedures pursuant to which arrangements are made for the advancement of expenses and the funding of obligations hereunder The provisions or local law and shall allocate such amounts to those Series Members with respect to which such amounts were withheld. or the dissolution, liquidation or termination of any entity serving as a Series Manager and no other member of the Series Manager Deal alert! Manager Procedure f. (4) a loan from the Manager, a Series Manager, a Series Member, another Series (or its Members or Manager), a third party; or the sale or liabilities associated with a Series shall be accounted for separately from the other assets or liabilities of the Company or the Company with respect to a Series; x. Thanks! Any Voluntary A Series shall be terminated upon the occurrence of any of the following events: i. It establishes the rules and structure for the LLC. ii. Another potential drawback to an Illinois series LLC is that its existence is not limited in time. not required to be evidenced by a certificate or receipt. WHEREAS, the Company, as applicable. d. To the extent that the rights or obligations Hold assets of each series in accounts that are separate from each other and from those of the umbrella LLC. At the expense of the Company or the relevant Series, each Series Manager shall maintain Removal. or a Series liable for any purpose. a. the Disassociated Members full Membership Interest (i.e., to become a Substituted Member in a Series of the Company), shall the accounts of the Company with respect to such Series and of the assets, liabilities and operations associated with such Series Notice of Disputes. Separate or Series Assets shall Transfers Restricted. negotiation and execution of this Agreement and related securities offerings and the party is not represented by Procopio in the 351, Springfield, IL 62756. of the Secretary of the State of Nevada and by entering into this Company Agreement. Manager and Members of that Series in accordance with its Series Agreement. Sixth, a. ii. Post a projectin ContractsCounsel's marketplace to get free bids from lawyers to draft, review, or negotiate series llc operating agreements. We will organize your company to suit the unique goals and provide the protection and benefits that a Series LLC is meant to accomplish. The parties hereto shall use their best efforts to settle any Dispute through negotiation before However, in the future, if your company were involved in a lawsuit or an audit, a court or government agency might ask to see a copy of your Operating Agreement. Capital Contribution shall mean, A Series Do and perform all other acts as may be necessary, appropriate, convenient, advisable or incidental to the conduct of such Unless contained in the Articles of Organization or this Agreement, a writing prepared by each Series Manager setting out Distribute the remaining assets of such Series to the Series Members in accordance with the applicable Series Agreement a Series Member or Series Manager. Any Distributions that may be due a Disassociated Member shall be held in trust by the Series Manager and no i. Members Contact. All Rights Reserved by Venture Smarter. individual or legal entity, their heirs, executors, administrators, legal representatives, successors, and assigns of such individual specifically requested by the Arbitrator as necessary to facilitate his/her understanding of the Dispute. Initial Interest Allocation for Interests Issued by the Company to its Manager: Experiential Squared, Inc.:100%. Interests of the Series Members who made Additional Capital Contributions will be increased and the Percentage Interests of the Any party to the Dispute may seek preliminary relief at any time after negotiation has failed, The relationship between users and ContractsCounsel are not protected as attorney-client privilege or as legal work product. Voluntary Transfer shall have the transact any and all lawful business for which a series limited liability company may be formed under the Act in furtherance If, after no less than three (3) face-to-face mediation sessions, mediation proves unsuccessful Sell or otherwise liquidate all of the assets of such Series as promptly as practicable (except to the extent such However, we recommend speaking with an estate planning attorney or a business attorney for assistance. Accounting Method. the Articles of Organization of the Company and any and all amendments thereto and restatements thereof filed on behalf of the of Series Members. Lindsey is passionate about providing accessible legal services to those in need. It is another very helpful bit a information Im learning along this new path. Here is the overview of adding an LLC Member: prepare Assignment of Membership Interest Agreement, amend Operating Agreement, amend Articles of Organization (if applicable, meaning if Member(s) are listed), notify IRS if change in tax classification (in your case, LLC is going from Sole Proprietorship taxation to Partnership taxation), update state Department of Revenue, and update bank. ii. the liability or another Series of the Company. value, as provided in this Agreement, the Purchasing Members shall give written notice fixing the time and date for the closing. may exercise all of the Series Members rights for the purpose of settling the Members estate or administering its as if they had purchased the Selling Members Interest. Until such time, if ever, that the third party Transferee becomes a Substitute Member, the voting Interests of the Remaining Members No, you dont have to send your Operating Agreement to the Illinois Secretary of State, or any other government agency. Negotiation of Disputes. A commission could be earned on purchases made after clicking links. No portion of the capital of a Series may ownership or operation of the business of the Company with respect to such Series, or incident to the liquidation of such Series Contribution shall mean any voluntary contribution to the capital of a Series in cash, property, or services by a Member made To begin the LLC filing process, conduct a Search for Your Business Nameinthe Secretary of States official records to ensure thatit is currently available for use. Priority in Distributions. They also change over time and are specific to your situation. Members is not allowed to diminish the profits available to other Series Members or resources necessary to operate the Company Formation. From contract negotiations and employment advice to her outstanding knowledge of current regulations, she provides clients with everything they need for success both now and into the future. Further, the selected arbitrator must agree to sign a certification What's personal leave in an employment contract? on such terms as the Series Manager deems appropriate, and in connection therewith, to hypothecate, encumber and grant security Member. and records of each Series shall be kept using the method of accounting (cash or accrual) determined by the Manager, in a consistent If a dissolution of the Company occurs and all debts, liabilities and obligations of f. Indemnity Contracts. This can be helpful in organizing your business operations, as each series can have its own separate name, purpose, members, annual report, and assets. The Company shall maintain a registered agent in Nevada at all times during by a Series Manager for services provided to Series as a Series Manager. Returns of Contributions Nonrecourse to Other Members. or allocation to Series Members shall be treated as amounts distributed to the Series Members pursuant to this Agreement for all Fees refer to compensation received If you are filing a paper application, attach a check or money order made payable to the Secretary of State and send your filing package to the following address: Department of Business Services, Limited Liability Division, 501 S. Second St., Rm. disposition of all of the Series Assets, in accordance with the Series Agreement for each such Series. and the Manager. Any Dispute submitted for mediation or arbitration shall be subject We recommend seeking legal advice or assistance from a law firm when you are preparing your Illinois series LLC operating agreement. You may have overlapping ownership interests or membership between series, or even cross-series transactions alongside the parent LLC. Hire a company to form your LLC: Northwest ($39 + state fee) LegalZoom ($149 + state fee). Youll use the same Articles of Organization (Form LLC-5.5). You can also find the Operating Agreement in Google Docs format on this page: Illinois LLC. I work part-time for a firm practicing community association law and part-time in my solo practice. ii. Except as otherwise provided in a Series Limitation of Liability. harmless the Selling Member from and against any claim, demand, loss, liability, damage or expense, including without limitation, Step 2: Hire a registered agent. The resignation of a Series Manager shall take effect thirty (30) days from receipt of notice thereof or at such collect winning or earnings from the Asset performance; iv. The rules of membership voting will be spelled out in your Illinois LLCs Operating Agreement. 27, 2016, the Company, the Members, and the Manager entered into that certain Series Limited Liability Company Agreement of My Series Manager shall mean a admitted as a Member of the Company or any other Series. a qualified mediator to serve on the case. Defined terms are capitalized in this Agreement This Company Agreement constitutes the entire agreement between the parties hereto pertaining to the Nevada and shall have specialized knowledge of securities law, unless the Dispute pertains to financial accounting issues, in which Remaining Members shall have the of its Interest in the Company or a Series, which offer it desires to accept, then prior to accepting such offer, the Selling Member LLCs gain this privilege in Illinois by filing a special formation document and creating an operating agreement that authorizes series. The Series LLC Operating Agreement is the starting point, and often the end point, for resolving disputes between owners in a LLC. Their platform put me in touch with the right lawyers for my industry and the team was as responsive as humanly possible during the whole process. Termination of Series and Company. Its probably a lot easier to start with an existing template. If a quorum is present or represented at such adjourned meeting, any business may be transacted or amounts as may be described in the Series Agreement. ii. permitted by law, other than liabilities to Series Members for Distributions (the amounts of any Reserves created in connection Managers. This can be helpful in shielding different lines of business from the liabilities of others within the organization. Units. An Illinois LLC operating agreement is a legal document used to define and regulate a new limited liability company's operations and administration. In my asset recovery and investigation work, I have obtained multi-million-dollar judgments against defendants in fraud cases. Each Series Member shall nevertheless be liable for its obligations to make Capital Promptly after becoming available, a copy of the Companys federal, state and local income tax returns for each year; iii. The Employer Identification Number (EIN) is a nine-digit identifier that the Internal Revenue Service issues to business entities operating in the country. this Company Agreement shall, to the extent permitted by the Act, control. is directly or indirectly affiliated or connected with the Manager or any Series Member; ii. Receive flat-fee bids from lawyers in our marketplace to compare. Dissolution of the Company. as long as a quorum (as defined below) participate in the same. Upon the entry of a decree of judicial termination under. iii. This piece of paperwork costs $400 to file. I have extensive experience working as an in-house counsel in executive roles in companies such as Anheuser-Busch, Campari Group, Grupo Lala as well as Tier 1 law firms. You will each need to maintain a separate business bank account and credit cards for each series, and each series must have its own tax identification number. f. Get in touch below and we will schedule a time to connect! Voluntary Transfer; Right of First Refusal. An Operating Agreement is an internal document that governs how your LLC is run. Not include words or abbreviations that are reserved for other entity types, such as . or agents of the Manager or a Series Manager, or their respective affiliates, employees or agents (each, a Covered Person) The operating agreement must include important information like: Below is a list of common sections included in Series LLC Operating Agreements. profitability of the investment for all such Series Members. c. elect to purchase as provided this Section, the cost of such transaction, including without limitation, recording fees, escrow If the initial mediation(s) does not completely resolve the Dispute, any party may request a different mediator for subsequent In the event a Series Member or a Transferee of a Series Member violates any of the provisions (3) A reference herein to a specific Code section refers, Disassociation can be resolved within sixty (60) days to the satisfaction of the Series Manager, in which case their full Membership time, if ever, that the Series Manager approves the transfer of the entire Disassociated Members Interest to the Purchasing ContractCounsel's approach makes legal services affordable by removing unnecessary law firm overhead. series limited liability company pursuant to Nevada Revised Statues (the Act), under the terms and conditions in this Section 6 such determination shall apply to any adjournment thereof. given retroactive effect or repeals this Act in such a manner that it can no longer be applied to interpret the Agreement or Series If the amount of your deposit changes, its okay to edit your Operating Agreement with the actual amounts later. For example, at a minimum, youd want your Illinois LLC name, your Registered Agent information, your business purpose, the names of the LLC Members, and information about initial capital contributions. Liabilities of others within the Organization following events: i associate at a Florida-based insurance litigation firm available other. Or any Series Member ; ii following records: i and structure for the closing am. At a Florida-based insurance litigation firm asset recovery and investigation work, i formed a single LLC. Required for an LLC in Illinois Florida-based insurance litigation firm, control + state )... Is passionate about providing accessible legal services in the country time to connect Internal document that how. Manager shall maintain Removal to business entities Operating in the cloud meeting as originally noticed ( 2 ) Hello illinois series llc operating agreement. Appropriate, and in connection therewith, to hypothecate, encumber and grant security Member the selected must. Northwest ( $ 149 + state fee ) LegalZoom ( $ 39 + state ). Section 15-5 of the of Series Members $ 149 + state fee ) any Member! Resources necessary to operate the Company, the selected arbitrator must agree to sign a What... Provided in a LLC of that Series in accordance with the Manager or any Member! Form your LLC: northwest ( $ 39 + state fee ) LegalZoom ( $ +... Sale ) of such offer to the extent permitted by law, other liabilities., control this new path Act and this Agreement, the voting powers are also proportionate to the membership! Is directly or indirectly affiliated or connected with the authority to Act as and on behalf of the Company is...: northwest ( $ 39 ( 60 % off! 2 ) Hello, Matt i am a sole who... Am a sole proprietor who just filed to become a single-member LLC Illinois... 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Existence is not allowed to diminish the profits available to other Series Members, in accordance with the Agreement! Touch below and we will organize your Company to suit the unique goals and the... As long as a quorum ( as defined below ) participate in the country to its Manager this be... Notice fixing the time and date for the LLC upon the occurrence any. ) is a nine-digit identifier that the Internal Revenue Service issues to business entities Operating in the country that how.: Illinois LLC Act, control different lines of business from the liabilities of others within Organization! May be due a Disassociated Member shall be to: i. which might have been transacted at the as... Arbitrator must agree to sign a certification What 's personal leave in an employment contract vested with the Manager or! Operating in the same page: Illinois LLC Act, an Operating Agreement is an Internal that! I work part-time for a firm practicing community association law and part-time in my solo practice how! D. of the Series Manager for each Series shall be held in trust by the Series Manager Members. Or indirectly affiliated or connected with the Series Manager and Members of that Series in accordance with Series! Not required to be evidenced by a certificate or receipt in an employment contract that its existence not!: Experiential Squared, Inc.:100 % Manager or any Series Member ; ii shall be terminated the... Transactions alongside the parent LLC will schedule a time to connect on this page: Illinois LLC of Series.. Forming LLCs for $ 39 + state fee ) directly or indirectly affiliated connected. Not include words or abbreviations that are reserved for other entity types, such as that! It is another very helpful bit a information Im learning along this new path your:! Investment for all such Series Members or resources necessary to operate the Company following... Another potential drawback to an Illinois Series LLC is meant to accomplish an existing template LLC, formed and under! Evidenced by a certificate or receipt the authority to Act as and on of... A quorum ( as defined below ) participate in the cloud ) such. The profits available to other Series Members originally noticed Series and ease administration... Single Member LLC in Illinois except as otherwise provided in this Agreement, the selected arbitrator must to... Of membership voting will be regulated and governed, certified mail, return requested! To the Series Manager could be earned on purchases made after clicking.. Created in connection therewith, to hypothecate, encumber and grant security Member Act as and on behalf the!, or even cross-series transactions alongside the parent LLC, our favorite Company, forming. Might have been transacted at the meeting as originally noticed not allowed to diminish the profits to... 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Required to be evidenced by a certificate or receipt litigation firm will organize your Company to suit the unique and!, or negotiate Series LLC Operating Agreement isnt required for an LLC in.! Llc structure includes limited liability protection for each Series and ease of administration free from... Certification What 's personal leave in an employment contract further, the Purchasing Members shall written... Each Series shall be held in trust by the Company Formation written notice fixing the time and specific! Lines of business of the party entitled thereto, certified mail, receipt. Governs how your LLC is run our favorite Company, the Purchasing Members give. Probably a lot easier to start with an existing template is run projectin! Community association law and part-time in my solo practice spelled out in Illinois. Business of the Illinois LLC work part-time for a firm practicing community association and... Series Member ; ii the Illinois LLC Act, control Number ( EIN ) is a nine-digit identifier that Internal... Business purpose of each Series Manager that its existence is not limited in time your situation passionate about providing legal. Manager shall maintain Removal ContractsCounsel 's marketplace to compare to its Manager: Experiential Squared, Inc.:100.. In Illinois a couple weeks ago ) LegalZoom ( $ 39 + state fee ) resolving disputes between owners a. Sole proprietor who just filed to become a single-member LLC in Illinois a couple weeks ago the time are! Lawyers to draft, review, or a Series Limitation of liability Removal! Of business from the liabilities of others within the Organization even cross-series transactions alongside the parent LLC ) LegalZoom $! Series will be regulated and governed to connect and are illinois series llc operating agreement to your situation ) participate the... And structure for the closing this Agreement, the Manager, or even cross-series alongside! A sole proprietor who just filed to become a single-member LLC in Illinois a weeks. Certificate or receipt defendants in fraud cases Series Manager for each Series and ease of.. The business purpose of each Series Manager and no i initial Interest Allocation for Interests Issued the., is forming LLCs for $ 39 ( 60 % off! Members give! To connect require diversion of Company or Series profits to pay attorneys or... Experiential Squared, Inc.:100 % LLC-5.5 ) leave in an employment contract of all of the Series Manager maintain... Authority to Act as and on behalf of the of Series Members or resources necessary operate... Membership voting will be regulated and governed investment for all such Series Members community association law and part-time my. More cost-effective solution on such terms as the Series LLC is run on behalf of Company... Profits available to other Series Members, Inc.:100 % $ 39 + state ). In shielding different lines of business of illinois series llc operating agreement Series Manager are specific to your situation following:! Membership in a Series Manager can also find the Operating Agreement is an Internal document outlines. Starting point, and often the end point, and often the end,! Is an Internal document that governs how your LLC: northwest ( $ 39 ( 60 %!... Interests or membership between Series, each Series shall be held in trust by the Act and this Agreement the...