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Sole Member Operating Agreement

Sole Member Operating Agreement Template for Ireland

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Key Requirements PROMPT example:

Sole Member Operating Agreement

"I need a Sole Member Operating Agreement for my Irish consultancy business, which I plan to incorporate in January 2025, with provisions for potential future expansion and hiring of employees, while maintaining strict professional service standards and client confidentiality requirements."

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Document background
The Sole Member Operating Agreement is a crucial document required when establishing or operating a single-member private limited company in Ireland. It is designed to comply with the Companies Act 2014 and related Irish legislation, providing a comprehensive framework for company governance and operations. This document is particularly important for entrepreneurs and professionals who choose to operate through a single-member company structure, as it establishes clear protocols for decision-making, capital management, and corporate governance. The agreement helps maintain the distinction between the member's personal and business affairs, provides clarity on company operations, and can be essential for interactions with banks, regulatory authorities, and potential future investors or business partners.
Suggested Sections

1. Parties: Identifies the sole member and the company as parties to the agreement

2. Background: Sets out the context of the agreement, including company formation details and purpose

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

4. Company Name and Registered Office: Specifies the company's name and registered office details

5. Purpose and Powers: Outlines the company's business purpose and powers

6. Sole Member Rights and Obligations: Details the rights, powers, and obligations of the sole member

7. Capital Structure: Describes the company's share capital, classes of shares, and related matters

8. Management and Decision Making: Establishes management structure and decision-making processes

9. Directors and Officers: Outlines appointment, removal, and duties of directors and officers

10. Meetings and Resolutions: Procedures for company meetings and written resolutions

11. Financial Matters: Covers financial management, accounts, audits, and distributions

12. Records and Information Rights: Requirements for maintaining company records and member access

13. Transfer Restrictions: Provisions governing transfer of shares and ownership

14. Dissolution and Winding Up: Procedures for company dissolution and asset distribution

15. General Provisions: Standard provisions including governing law, amendments, and notices

Optional Sections

1. Additional Business Activities: Used when the company may engage in specific additional business activities beyond its primary purpose

2. Intellectual Property Rights: Required when the company owns or develops significant intellectual property

3. Employment Matters: Included when the company has or plans to have employees

4. Banking and Borrowing Powers: Detailed provisions for companies planning significant financial activities

5. Compliance Program: Required for companies in regulated industries or with specific compliance needs

6. Succession Planning: Important when planning for future transfer of ownership or management

7. Dispute Resolution: Detailed procedures for resolving disputes with third parties

8. Insurance Requirements: Specific insurance obligations beyond standard coverage

Suggested Schedules

1. Schedule 1: Details of the Company: Contains company registration details, share capital information, and registered office address

2. Schedule 2: Initial Directors and Officers: Lists initial directors, company secretary, and other officers with their details

3. Schedule 3: Share Capital Details: Detailed breakdown of share capital structure and any share rights

4. Schedule 4: Matters Requiring Special Resolution: List of decisions requiring formal special resolution

5. Schedule 5: Reserved Matters: Specific matters reserved for member decision

6. Appendix A: Form of Written Resolution: Template for written resolutions

7. Appendix B: Power of Attorney: Standard form of power of attorney for company matters

8. Appendix C: Company Seal: Specimen of company seal and rules for its use

Authors

Alex Denne

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

alex.den.21@genieai.co
Relevant legal definitions















































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Relevant Industries

Professional Services

Consulting

Technology

Real Estate

Medical Practices

Legal Services

Accounting Services

E-commerce

Retail

Construction

Creative Industries

Financial Services

Healthcare

Information Technology

Property Management

Relevant Teams

Legal

Corporate Governance

Compliance

Finance

Operations

Risk Management

Company Secretariat

Board of Directors

Executive Management

Administrative

Relevant Roles

Business Owner

Managing Director

Company Director

CEO

Entrepreneur

Corporate Lawyer

Company Secretary

Legal Counsel

Compliance Officer

Chief Financial Officer

Business Development Manager

Operations Director

Finance Director

Corporate Governance Officer

Risk Manager

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

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