Nonprofit LLC Operating Agreement Template for England and Wales

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Key Requirements PROMPT example:

Nonprofit LLC Operating Agreement

"I need a Nonprofit LLC Operating Agreement for a new environmental conservation organization being established in Wales by March 2025, with specific provisions for international partnerships and a focus on marine protection programs."

Document background

A Nonprofit LLC Operating Agreement, while common in the US, needs to be adapted for use in England and Wales where different legal structures apply. This document is essential when establishing a nonprofit organization, typically structured as a Company Limited by Guarantee or CIO under UK law. It sets out the fundamental rules governing the organization's operations, including membership rights, decision-making processes, financial management, and charitable objectives. The agreement must comply with both Companies Act 2006 and Charities Act 2011 requirements, ensuring proper governance and regulatory compliance.

Suggested Sections

1. Parties: Identification of the founding members/trustees

2. Background: Context and purpose of the organization

3. Definitions: Key terms used throughout the agreement

4. Organization Name and Purpose: Official name and charitable/nonprofit objectives

5. Membership: Rules regarding membership, rights, and obligations

6. Management Structure: Governance framework and decision-making processes

7. Financial Provisions: Financial management and control procedures

8. Dissolution: Procedures for winding up the organization

Optional Sections

1. Asset Lock Provisions: Required if seeking certain tax benefits or charitable status - used when organization wants to ensure assets are permanently dedicated to nonprofit purposes

2. Trading Subsidiary Provisions: Rules governing commercial activities - used when organization plans to conduct trading activities

3. International Operations: Provisions for operating outside the UK - used when organization plans to operate internationally

Suggested Schedules

1. Members Register: List of founding members and their details

2. Objects Schedule: Detailed description of charitable/nonprofit objectives

3. Powers Schedule: Detailed list of organizational powers

4. Governance Procedures: Detailed procedures for meetings and decision-making

5. Conflicts of Interest Policy: Procedures for managing conflicts of interest

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 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

Clauses

Relevant Industries

Charitable Organizations
Education
Healthcare
Social Services
Environmental
Arts and Culture

Relevant Teams

Legal
Finance
Operations
Governance
Administration

Relevant Roles

Chief Executive Officer
Board Chair
Company Secretary
Trustee
Finance Director
Legal Counsel

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Let's create your Nonprofit LLC Operating Agreement

Authors

Alex Denne

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