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Single Member Managed LLC Operating Agreement

Single Member Managed LLC Operating Agreement Template for Singapore

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Single Member Managed LLC Operating Agreement

"I need a Single Member Managed LLC Operating Agreement for my new tech startup in Singapore, which will focus on AI software development and include provisions for potential future IP assets and international expansion plans starting March 2025."

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What is a Single Member Managed LLC Operating Agreement?

The Single Member Managed LLC Operating Agreement is essential for entrepreneurs establishing single-owner businesses in Singapore. While Singapore's legal system doesn't directly mirror the LLC structure found in other jurisdictions, this agreement adapts the concept to align with Singapore's corporate framework, particularly for Exempt Private Companies. The document serves as a comprehensive guide for company operations, detailing everything from capital contributions and management structure to profit distribution and dissolution procedures. It's particularly crucial for maintaining clear records of business structure and operations, which is required under Singapore's Companies Act and ACRA regulations.

What sections should be included in a Single Member Managed LLC Operating Agreement?

1. Parties: Identifies the member and the company

2. Background: Context of company formation and purpose

3. Definitions: Key terms used tHRoughout the agreement

4. Formation: Details of company formation and registration requirements under Singapore law

5. Capital Contributions: Member's initial and subsequent capital contributions in accordance with Singapore Companies Act

6. Management: Management structure and decision-making processes for single member operations

7. Distributions: Rules for profit distribution and compliance with Singapore tax regulations

8. Transfer Restrictions: Rules regarding transfer of ownership and shares

9. Dissolution: Procedures for company dissolution under Singapore law

What sections are optional to include in a Single Member Managed LLC Operating Agreement?

1. Additional Capital Contributions: Rules for future capital contributions when anticipating future funding needs

2. Intellectual Property: IP ownership and protection provisions when company owns or develops intellectual property

3. Employment Provisions: Rules regarding member employment when member will be employed by company

What schedules should be included in a Single Member Managed LLC Operating Agreement?

1. Schedule A - Initial Capital Contributions: Detailed breakdown of initial capital contributions and share structure

2. Schedule B - Company Assets: List of company assets at formation

3. Schedule C - Business Plan: Initial business plan and projections

4. Appendix 1 - Registered Address: Official registered address and contact details as required by ACRA

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

alex.den.21@genieai.co
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Industries

Limited Liability Partnerships Act 2005: Primary legislation governing the formation and operation of limited liability partnerships in Singapore

Companies Act (Cap. 50): Core legislation governing company operations, corporate structures, and regulatory compliance in Singapore

Business Names Registration Act 2014: Legislation governing the registration and regulation of business names in Singapore

Income Tax Act: Legislation governing taxation requirements and obligations for businesses in Singapore

ACRA Regulations: Accounting and Corporate Regulatory Authority requirements for company registration, compliance, and reporting

MAS Regulations: Monetary Authority of Singapore regulations applicable to certain business activities and financial services

Company Formation Requirements: Specific requirements for establishing an Exempt Private Company (EPC) in Singapore, including minimum capital and registration procedures

Corporate Governance Rules: Requirements for company management, decision-making processes, and corporate responsibility

Capital Contribution Requirements: Rules governing the initial and ongoing capital contributions for private companies in Singapore

Management Structure Requirements: Regulations regarding company management, including director requirements and governance structure

Liability Limitation Provisions: Legal framework for limiting liability in private companies under Singapore law

Financial Reporting Obligations: Requirements for financial record-keeping, reporting, and auditing under Singapore company law

Tax Treatment Framework: Specific tax regulations and obligations applicable to private companies in Singapore

Dissolution Procedures: Legal requirements and procedures for company dissolution or winding up under Singapore law

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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