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LLC OwnershIP Percentage Agreement
"I need an LLC Ownership Percentage Agreement for a technology startup in Bangalore with three partners: two local partners contributing technical expertise (30% each) and one foreign investor contributing capital (40%), to be effective from March 1, 2025."
1. Parties: Identifies all members/partners entering into the agreement with their full legal names and addresses
2. Background: Provides context about the LLC's formation, purpose, and the intention to establish ownership percentages
3. Definitions: Defines key terms used throughout the agreement for clarity and legal certainty
4. Ownership Structure: Details the percentage ownership of each member and their capital contributions
5. Rights and Obligations: Outlines the rights and responsibilities associated with ownership percentages
6. Profit and Loss Distribution: Specifies how profits and losses will be distributed based on ownership percentages
7. Management Rights: Details voting rights and management authority based on ownership stakes
8. Transfer of Ownership: Procedures and restrictions for transferring ownership interests
9. Meetings and Decisions: Procedures for member meetings and decision-making processes
10. Exit Provisions: Terms for member withdrawal, retirement, or death
11. Dispute Resolution: Procedures for resolving disputes between members
12. Governing Law: Specifies Indian law as governing law and jurisdiction
13. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Tag-Along Rights: Provides minority owners the right to join in the sale of majority interests
2. Drag-Along Rights: Allows majority owners to force minority owners to join in the sale of interests
3. Non-Compete Provisions: Restricts members from engaging in competing businesses
4. Foreign Investment Compliance: Required when any member is a foreign national or entity
5. Intellectual Property Rights: Addresses ownership of IP when the LLC holds significant IP assets
6. Special Purpose Vehicle Provisions: Required when the LLC is formed for a specific project or venture
7. Family Member Succession: Special provisions for family-owned LLCs regarding succession planning
1. Schedule A - Member Details: Detailed information about each member including contact details and ownership percentages
2. Schedule B - Capital Contributions: Itemized list of initial and subsequent capital contributions by each member
3. Schedule C - Valuation Methodology: Agreed methods for valuing ownership interests for various purposes
4. Schedule D - Business Plan: Initial business plan and projected financial statements
5. Appendix 1 - Transfer Procedures: Detailed procedures and forms for ownership transfers
6. Appendix 2 - Voting Procedures: Detailed procedures for conducting votes and recording decisions
7. Appendix 3 - Compliance Requirements: List of regulatory compliance requirements and responsibilities
Authors
Applicable Law
Business Day
Business Plan
Capital Account
Capital Contribution
Confidential Information
Designated Partners
Effective Date
Encumbrance
Fair Market Value
Financial Year
FEMA
Initial Capital Contribution
Intellectual Property Rights
LLP
LLP Agreement
LLP Deed
Members
Membership Interest
Nominee Partner
Ownership Percentage
Partners
Partnership Committee
Profit Sharing Ratio
Related Party
Relative
Reserved Matters
ROC
Share Capital
Tag-Along Rights
Transfer
Transferee
Transferor
Voting Rights
Capital Contributions
Profit and Loss Distribution
Management Rights
Voting Rights
Transfer Restrictions
Right of First Refusal
Tag-Along Rights
Drag-Along Rights
Exit Rights
Confidentiality
Non-Competition
Non-Solicitation
Intellectual Property
Financial Reporting
Partner Meetings
Decision Making
Reserved Matters
Regulatory Compliance
Foreign Investment
Dispute Resolution
Deadlock Resolution
Partner Death or Incapacity
Force Majeure
Severability
Governing Law
Amendment
Notices
Representations and Warranties
Termination
Technology and Software
Professional Services
Manufacturing
Real Estate
Retail and E-commerce
Healthcare
Financial Services
Consulting
Media and Entertainment
Agriculture
Education
Construction
Hospitality
Legal
Corporate Affairs
Finance
Compliance
Risk Management
Executive Leadership
Business Development
Corporate Governance
Investment
Managing Partner
Designated Partner
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Company Secretary
Corporate Lawyer
Business Development Manager
Investment Manager
Risk Manager
Compliance Officer
Partnership Director
Board Member
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