Ƶ

Limited Liability Company Agreement for Australia

Limited Liability Company Agreement Template for Australia

This is a comprehensive legal agreement that establishes and governs the operation of a limited liability company under Australian law, specifically complying with the Corporations Act 2001. The document outlines the company's structure, management, member rights and obligations, share capital arrangements, and operational procedures. It serves as the fundamental governing document for the company, addressing crucial aspects such as decision-making processes, share transfers, dispute resolution, and financial management, while ensuring compliance with Australian corporate law requirements and regulations.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Limited Liability Company Agreement

Let Ƶ's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.

What is a Limited Liability Company Agreement?

The Limited Liability Company Agreement is a fundamental document required when establishing a new company or restructuring an existing one in Australia. This agreement is essential for businesses seeking to operate under limited liability protection while maintaining compliance with the Corporations Act 2001 and other relevant Australian legislation. It comprehensively addresses company formation, governance structure, shareholder rights and obligations, share capital arrangements, and operational procedures. The document is particularly crucial for businesses requiring clear frameworks for multiple shareholders, complex ownership structures, or specific governance requirements. It serves as the primary reference point for managing relationships between members, directing company operations, and ensuring proper corporate governance in accordance with Australian law.

What sections should be included in a Limited Liability Company Agreement?

1. Parties: Identifies all initial members/shareholders of the company and their contact details

2. Background: Sets out the context and purpose for establishing the company

3. Definitions and Interpretation: Defines key terms used throughout the agreement and interpretation rules

4. Company Formation and Purpose: Details about company establishment, business objectives, and scope of activities

5. Share Capital and Classes: Structure of share capital, classes of shares, and rights attached to each class

6. Issue and Transfer of Shares: Rules governing the issue of new shares and transfer of existing shares

7. Members' Rights and Obligations: Detailed rights, responsibilities, and obligations of company members

8. Directors and Management: Appointment, removal, and powers of directors; management structure

9. Meetings and Resolutions: Procedures for board and shareholder meetings, voting rights, and decision-making

10. Financial Matters: Financial management, distributions, dividends, and accounting requirements

11. Dispute Resolution: Procedures for resolving disputes between members or with the company

12. Confidentiality: Protection of company and member confidential information

13. Term and Termination: Duration of the agreement and circumstances for termination

14. General Provisions: Standard boilerplate clauses including notices, amendments, governing law

What sections are optional to include in a Limited Liability Company Agreement?

1. Pre-emptive Rights: Detailed procedures for existing members' rights to purchase shares before offered to outside parties

2. Tag-Along and Drag-Along Rights: Special provisions for share sales involving multiple shareholders

3. Intellectual Property: Required when the company owns or develops significant IP assets

4. Non-Competition and Non-Solicitation: Restrictions on members' competitive activities, used for specialized or sensitive businesses

5. Exit Mechanisms: Detailed procedures for member exit, including buy-out provisions and valuation methods

6. Employee Share Scheme: Required when the company plans to offer shares to employees

7. Advisory Board: Provisions for establishing and operating an advisory board, if needed

8. International Operations: Required for companies operating across multiple jurisdictions

What schedules should be included in a Limited Liability Company Agreement?

1. Schedule 1: Member Details: Complete details of all members including shareholding and contact information

2. Schedule 2: Share Capital Structure: Detailed breakdown of share classes, rights, and current allocation

3. Schedule 3: Business Plan: Initial business plan and strategic objectives

4. Schedule 4: Deed of Accession: Template for new members joining the company

5. Schedule 5: Company Constitution: Full company constitution if incorporated by reference

6. Schedule 6: Share Valuation Methodology: Agreed methods for valuing shares for transfers or exits

7. Appendix A: Initial Board Resolutions: First resolutions passed by the board upon company formation

8. Appendix B: Required Regulatory Approvals: List of obtained regulatory approvals and licenses

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Australia

Publisher

Ƶ

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions












































Clauses















































Relevant Industries

Technology and Software

Professional Services

Manufacturing

Retail and Consumer Goods

Financial Services

Healthcare

Real Estate

Construction

Mining and Resources

Agriculture

Education and Training

Hospitality and Tourism

Media and Entertainment

Transportation and Logistics

Energy and Utilities

Relevant Teams

Legal

Corporate Governance

Executive Leadership

Finance

Compliance

Risk Management

Corporate Affairs

Company Secretariat

Board of Directors

Shareholder Relations

Relevant Roles

Chief Executive Officer

Company Director

Company Secretary

Chief Financial Officer

Legal Counsel

Corporate Lawyer

Business Development Manager

Compliance Officer

Risk Manager

Board Member

Managing Director

General Counsel

Corporate Governance Manager

Shareholder Relations Manager

Investment Manager

Founding Partner

Business Owner

Entrepreneur

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Unregistered Sale Agreement With Possession

An Australian legal agreement allowing property possession before title transfer, setting out terms and conditions for interim occupation and eventual sale completion.

find out more

Consignment Agreement Form

An Australian-law governed agreement establishing terms for consignment sales arrangements, including commission structures and party responsibilities.

find out more

Business Lease Agreement

An Australian-law governed agreement establishing terms and conditions for commercial property leasing, including rent, maintenance, and usage rights.

find out more

General Tenancy Agreement

An Australian residential lease agreement that establishes the legal framework for property rental, compliant with state tenancy laws.

find out more

Residential Lease Agreement Form

An Australian-compliant residential lease agreement template establishing terms and conditions between landlord and tenant for residential property rental.

find out more

Written Agreement

An Australian law-compliant Written Agreement establishing legally binding terms between parties, suitable for various business relationships and transactions.

find out more

Simple Agreement

An Australian law-compliant Simple Agreement template suitable for various commercial arrangements, featuring essential contract elements and basic protections.

find out more

Side Agreement

An Australian law-governed Side Agreement that modifies or supplements an existing primary agreement between parties.

find out more

Lease Agreement With Option To Purchase

An Australian law-governed agreement combining property lease terms with a future purchase option, suitable for both residential and commercial properties.

find out more

Formal Agreement

Australian law-compliant Formal Agreement template with comprehensive contractual provisions suitable for various commercial relationships.

find out more

Casual Worker Contract

An Australian-compliant casual employment contract template establishing terms and conditions for casual workers under the Fair Work Act 2009.

find out more

Boilerplate Agreement

An Australian law-compliant template agreement establishing standard terms and conditions for business relationships.

find out more

Tooling Agreement

An Australian-law agreement governing the ownership, use, and maintenance of industrial tooling, dies, and specialized equipment between manufacturers and users.

find out more

Representation Agreement

An Australian-law governed agreement establishing the terms and conditions under which a representative may act on behalf of a principal.

find out more

Provisional Agreement

An Australian-law governed temporary contractual arrangement establishing interim terms and conditions between parties while working towards a permanent agreement or short-term objective.

find out more

Preliminary Agreement

An Australian law-governed framework document establishing initial terms and conditions for commercial negotiations, including both binding and non-binding provisions.

find out more

Lease With Option To Buy

An Australian agreement combining a property lease with a future purchase option, governed by Australian property law and regulations.

find out more

Land Agreement Between Two Parties

An Australian legal agreement governing land transfer or use between two parties, compliant with federal and state property laws.

find out more

Common Terms Agreement

An Australian law-governed master agreement establishing standard terms across multiple facility agreements in a syndicated financing arrangement.

find out more

Subordination Agreement Mortgage

An Australian law agreement establishing priority arrangements between multiple mortgage holders over the same property, setting out their respective rights and ranking of security interests.

find out more

Enforceable Contract

Australian-compliant enforceable contract template suitable for various business relationships, incorporating all essential elements required under Australian contract law.

find out more

Basic Contract

A standard Australian-law compliant contract template for establishing basic business agreements between parties.

find out more

Prenuptial Agreement

An Australian Binding Financial Agreement (prenuptial agreement) that outlines financial arrangements between prospective spouses under the Family Law Act 1975.

find out more

Rental Lease Agreement Form

An Australian-compliant legal document establishing the terms and conditions between landlord and tenant for residential property rental.

find out more

Contra Agreement

An Australian legal document governing the exchange of goods or services between parties without monetary payment, compliant with Australian contract law and GST regulations.

find out more

Lease Agreement

An Australian lease agreement governing the terms and conditions for property rental, compliant with federal and state property laws.

find out more

Contractual Agreement

An Australian law-governed agreement establishing formal business relationships between parties, outlining rights, obligations, and terms of engagement.

find out more

Security Agreement Form

An Australian legal document creating a security interest in personal property under the PPSA, detailing terms of security arrangements between secured parties and grantors.

find out more

Labour Contract Agreement For Construction Of House

An Australian-compliant labour contract agreement for residential house construction, outlining construction terms, responsibilities, and legal obligations.

find out more

Business Cooperation Agreement

An Australian law-governed agreement establishing terms for business cooperation between two or more entities.

find out more

Rolling Tenancy Agreement

An Australian periodic residential tenancy agreement that continues indefinitely until terminated by notice from either party, compliant with Australian tenancy laws.

find out more

Lodger Agreement

An Australian legal agreement between a property owner/head tenant and a lodger for shared living arrangements, covering room usage, facilities, payments, and house rules.

find out more

Consulting Agreement

An Australian-law governed agreement establishing terms and conditions for professional consulting services between a consultant and client.

find out more

Intent To Purchase Agreement

An Australian-law governed preliminary agreement outlining the intention to purchase assets, property, or business interests, establishing key transaction terms and conditions.

find out more

Head Of Terms Agreement

An Australian-law governed preliminary agreement outlining key commercial terms between parties, serving as a framework for negotiating definitive agreements.

find out more

Business Contract

Australian business contract template for commercial relationships, compliant with Australian law and adaptable to various business contexts.

find out more

Umbrella Agreement

An Australian law-governed master agreement establishing a framework for ongoing business relationships and future specific agreements between parties.

find out more

Share Purchase Agreement

An Australian law-governed agreement documenting the sale and purchase of shares in a company, including price, warranties, and completion mechanics.

find out more

Rent To Own Agreement Form

An Australian legal agreement establishing terms for a property rent-to-own arrangement, combining rental terms with a future purchase option.

find out more

Consulting Services Agreement

An Australian law agreement governing the provision of professional consulting services, establishing terms, conditions, and obligations between consultant and client.

find out more
See more related templates

ұԾ’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ұԾ’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it