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Investment LLC Operating Agreement

Investment LLC Operating Agreement Template for India

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Investment LLC Operating Agreement

"I need an Investment LLC Operating Agreement for a technology-focused investment vehicle to be established in Bangalore, India by March 2025, with three founding members and provisions for future foreign investors, including specific clauses for investment committee approval and co-investment rights."

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Document background
The Investment LLC Operating Agreement serves as the foundational document for investment-focused limited liability companies operating in India. This document is essential when establishing an investment vehicle that requires structured governance, clear operational guidelines, and defined investment parameters. It is particularly crucial for entities involving multiple investors, professional management, and specific investment strategies. The agreement must comply with Indian regulatory requirements, including the Companies Act, 2013, Limited Liability Partnership Act, 2008, and FEMA regulations for foreign investments. It typically includes detailed provisions for capital contributions, ownership rights, management responsibilities, investment decision-making processes, profit distribution mechanisms, and exit strategies. The document is commonly used by investment firms, private equity funds, venture capital organizations, and other investment-focused entities operating in the Indian market.
Suggested Sections

1. Parties: Identifies all members/investors of the LLC, including their contact details and initial ownership percentages

2. Background: Explains the purpose of forming the LLC and the general intent of the parties

3. Definitions: Defines key terms used throughout the agreement

4. Formation and Name: Details of LLC formation, registered name, and business purpose

5. Capital Contributions: Specifies initial and subsequent capital contributions, valuation methods, and capital accounts

6. Membership Interests: Details the ownership structure, classes of interests, and rights attached to each class

7. Management Structure: Defines management roles, voting rights, and decision-making processes

8. Meetings and Voting: Procedures for member meetings, voting requirements, and quorum rules

9. Distributions and Allocations: Rules for profit/loss allocation and distribution among members

10. Transfer Restrictions: Restrictions on transfer of membership interests and right of first refusal provisions

11. Exit Provisions: Procedures for member withdrawal, buyout terms, and tag-along/drag-along rights

12. Confidentiality: Obligations regarding confidential information and trade secrets

13. Dispute Resolution: Procedures for resolving disputes between members

14. Term and Termination: Duration of the LLC and conditions for dissolution

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

Optional Sections

1. Investment Committee: Required when the LLC needs a formal committee to evaluate and approve investments

2. Advisory Board: Include when the LLC plans to establish an advisory board for strategic guidance

3. Foreign Investment Compliance: Required when there are foreign investors, detailing FEMA compliance

4. Special Purpose Vehicle (SPV) Provisions: Include when the LLC is being formed as an SPV for specific investments

5. Co-Investment Rights: Include when members may have rights to participate in future investment opportunities

6. Key Person Provisions: Required when success depends on specific individuals remaining involved

7. Investment Strategy and Restrictions: Include when specific investment criteria or restrictions need to be formalized

8. Carried Interest: Include for investment LLCs with fund manager compensation structures

Suggested Schedules

1. Schedule 1 - Member Information: Detailed information about each member, including contact details and initial capital contributions

2. Schedule 2 - Initial Capital Contributions: Detailed breakdown of each member's initial capital contribution, including form and valuation

3. Schedule 3 - Shareholding Pattern: Complete ownership structure including all classes of shares/interests

4. Schedule 4 - Reserved Matters: List of decisions requiring special majority or unanimous consent

5. Schedule 5 - Valuation Methodology: Agreed methods for valuing the LLC and membership interests

6. Appendix A - Investment Policy: Detailed investment criteria, restrictions, and decision-making process

7. Appendix B - Management Structure: Organizational chart and detailed management responsibilities

8. Appendix C - Fee Structure: Details of management fees, carried interest, and other compensation arrangements

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Act
Adjusted Capital Account Balance
Affiliate
Agreement
Annual Budget
Applicable Law
Articles of Organization
Asset Value
Authorized Representative
Board
Business Day
Business Plan
Capital Account
Capital Contribution
Carried Interest
Certificate of Formation
Change of Control
Class A Members
Class B Members
Company
Company Property
Competing Business
Confidential Information
Control
Default Event
Defaulting Member
Distributable Cash
Distribution
Drag-Along Rights
Effective Date
Encumbrance
FEMA
Financial Year
Fiscal Year
Force Majeure Event
Foreign Investment
Founding Members
Hurdle Rate
Indian GAAP
Initial Capital Contribution
Investment Committee
Investment Period
Investment Policy
Investment Strategy
Investor Member
Key Person
Key Person Event
Limited Liability Company
Liquidation Event
Lock-in Period
Management Fee
Managing Member
Member
Membership Interest
Net Income
Net Loss
Non-Competing Period
Operating Expenses
Percentage Interest
Performance Fee
Permitted Transfer
Person
Portfolio Company
Preferred Return
Prohibited Person
Qualified IPO
Regulatory Approvals
Related Party
Reserved Matters
SEBI
Securities
Subscription Amount
Tag-Along Rights
Target Return
Tax
Term
Territory
Transfer
Valuation
Voting Interest
Clauses
Formation and Purpose
Capital Contributions
Membership Interests
Management Rights
Voting Rights
Investment Committee
Investment Strategy
Capital Calls
Distributions
Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Anti-dilution
Confidentiality
Non-compete
Non-solicitation
Representations and Warranties
Indemnification
Default
Exit Rights
Dispute Resolution
Regulatory Compliance
Foreign Investment
Tax Matters
Books and Records
Financial Reporting
Amendments
Dissolution
Force Majeure
Notices
Assignment
Severability
Governing Law
Entire Agreement
Relevant Industries

Financial Services

Investment Management

Private Equity

Venture Capital

Real Estate Investment

Asset Management

Professional Services

Technology Investment

Infrastructure Investment

Healthcare Investment

Relevant Teams

Legal

Compliance

Investment

Finance

Risk Management

Corporate Governance

Operations

Treasury

Tax

Company Secretarial

Relevant Roles

Chief Executive Officer

Chief Investment Officer

Managing Director

Investment Manager

Fund Manager

Legal Counsel

Company Secretary

Compliance Officer

Chief Financial Officer

Investment Analyst

Portfolio Manager

Risk Manager

Board Director

Managing Partner

Investment Committee Member

Industries
Companies Act, 2013: Primary legislation governing the incorporation, structure, management, and dissolution of companies in India. Essential for understanding corporate governance requirements and compliance obligations.
Limited Liability Partnership Act, 2008: Governs the formation and operation of Limited Liability Partnerships in India, which is the closest equivalent to LLCs. Provides framework for partnership structure, rights, and obligations.
Foreign Exchange Management Act (FEMA), 1999: Regulates foreign investment in Indian entities, including investment procedures, permissions, and compliance requirements for foreign investors.
Income Tax Act, 1961: Covers tax implications for the business entity, including provisions for profit distribution, tax liability of partners/members, and investment-related taxation.
Securities and Exchange Board of India Act, 1992: Regulates securities market and protects investor interests. Relevant for investment-related provisions and securities issuance.
Indian Contract Act, 1872: Provides the basic framework for all contracts in India, including formation, performance, and enforcement of contractual obligations.
Competition Act, 2002: Relevant for investment agreements to ensure compliance with competition laws and anti-trust regulations.
Prevention of Money Laundering Act, 2002: Important for investment agreements to ensure compliance with anti-money laundering regulations and KYC requirements.
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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