Legal Question in Business Law in California
Operating Agreement CA
How do I ammend an Operating Agreement for an LLC to change percentages of ownership, exlude verbage from original document, change Voting weight from percentage of ownership to equal weight of member regardless of ownership? I have the document in WORD form and can change it but do I need to record it in Sacramento and how do I get that adress? Is there a specific form to ammend since an original document is already on file or can I just make changes on soft copy, print it and send it in?
1 Answer from Attorneys
Re: Operating Agreement CA
The Operating Agreement is not recorded or filed with the Secretary of State. The only document recorded are the Articles of Organization, which contain very limited information. The Articles of Organization only need to be amended if the limited information contained therein becomes inaccurate.
To amend an Operating Agreement, you need to follow the process outlined in the Operating Agreement itself. It may require a certain percentage vote among the Members to approve any amendments. There may also be other requirements stated.
If all other Members agree with the changes, simply have all Members execute the amended Operating Agreement.
If all Members do not agree with your changes, you should have a meeting in accordance with the current Operating Agreement and vote on the proposed changes. If your side prevails, the amended Operating Agreement controls.
I hope this helps.
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