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Capital Contribution LLC Operating Agreement
"I need a Capital Contribution LLC Operating Agreement for a tech startup in Bangalore with three founding partners contributing different forms of capital - one contributing cash, one contributing intellectual property, and one contributing real estate property, with a planned effective date of March 1, 2025."
1. Parties: Identifies all members making capital contributions and the LLC entity
2. Background: Context of the agreement formation and purpose of the LLC
3. Definitions: Key terms used throughout the agreement, including capital-related terminology
4. Formation and Name: Details of LLC formation, registered name, and business purpose
5. Capital Contributions: Initial capital commitments, form of contributions, and valuation methods
6. Additional Capital Contributions: Procedures and requirements for subsequent capital contributions
7. Capital Accounts: Maintenance and accounting of member capital accounts
8. Profit and Loss Allocation: Distribution of profits and losses based on capital contributions
9. Management Structure: Management rights and voting powers relative to capital contributions
10. Transfer Restrictions: Limitations on transfer of membership interests and capital
11. Withdrawal and Return of Capital: Procedures for capital withdrawal and associated restrictions
12. Dissolution and Liquidation: Process for dissolution and distribution of capital upon liquidation
13. Governing Law and Jurisdiction: Applicable Indian laws and jurisdiction for dispute resolution
1. Foreign Investment Compliance: Required when any member is a foreign entity, addressing FEMA compliance
2. Regulatory Approvals: Needed when business activities require specific regulatory clearances
3. Valuation Mechanisms: Detailed procedures for valuing non-cash capital contributions
4. Tag-Along Rights: Protection for minority members in case of capital structure changes
5. Drag-Along Rights: Majority member rights to force minority participation in capital events
6. Anti-Dilution Provisions: Protection against dilution of capital percentage in future rounds
7. Special Purpose Vehicle Provisions: Required when the LLC is formed as an SPV for specific projects
1. Schedule A - Member Information: Detailed list of members with their capital contributions and ownership percentages
2. Schedule B - Initial Capital Contributions: Itemized list of initial capital contributions including nature, value, and timing
3. Schedule C - Valuation Methodology: Detailed methods for valuing different types of capital contributions
4. Schedule D - Business Plan: Initial business plan and capital utilization strategy
5. Appendix 1 - Compliance Certificates: Copies of relevant regulatory approvals and compliance certificates
6. Appendix 2 - Capital Account Procedures: Detailed procedures for maintaining and adjusting capital accounts
7. Appendix 3 - Transfer Forms: Standard forms for capital interest transfers and additional contributions
Authors
Technology and Software
Manufacturing
Real Estate
Professional Services
E-commerce
Healthcare
Financial Services
Retail
Consulting
Infrastructure Development
Education Technology
Hospitality
Logistics and Supply Chain
Renewable Energy
Legal
Finance
Compliance
Corporate Secretarial
Investment
Risk Management
Corporate Development
Executive Leadership
Business Development
International Operations
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Company Secretary
Investment Manager
Managing Partner
Finance Director
Corporate Attorney
Business Development Manager
Venture Capitalist
Private Equity Manager
Compliance Officer
Risk Manager
Managing Director
Investment Analyst
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