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How to Form an Llc in South Carolinanolo

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- 1 - SINGLE-MEMBER OPERATING ARRANGEMENT OF _______________________________ LIMITED LIABILITY COMPANY STATE OF SOUTH CAROLINA THIS OPERATING ARRANGEMENT is hereby established, this the _____ day of ______________, 20___, by _____________________________________ the Initial Member. The Initial Member contemplates that additional Members may join the limited liability company in the future, and the following Operating Arrangement has therefore been developed. ARTICLE I FORMATION OF LIMITED LIABILITY COMPANY 1. Formation of LLC. The Initial Member has formed a limited liability company in the State of South Carolina named ___________________________________________________ ("LLC"). The operation of the LLC shall be governed by the terms of this Arrangement and the applicable laws of the State of South Carolina relating to the formation, operation and taxation of a LLC. To the extent permitted by law, the terms and provisions of this Arrangement shall control if there is a conflict between state law and this Arrangement. The LLC shall be taxed as a sole proprietorship until and unless additional Members are added, after which the LLC will be taxed as a partnership. Any provisions of this Arrangement that may cause the LLC not to be taxed as a sole proprietorship or partnership shall be inoperative. 2. Articles of Organization. The Initial Member has caused to be filed Articles of Organization, (“Articles”) of record with the state, thereby creating the LLC. 3. Business. The business of the LLC shall be: a) _________________________________________________________ __________________________________________________________________________________________________________________ andb) To conduct or promote any lawful businesses or purposes that a limited liability company is legally allowed to conduct or promote, within this state or any other jurisdiction. 4. Regis
. Until and unless the initial member adds additional members to the LLC, every member of the llc will maintain the liability of the LLC for amounts owed to it by an other member or an affiliate of the LLC, or by any entity or person that is part of a group of related entities which has business through this state or that is incorporated in, or otherwise conducts or promotes, any activities within this state, other jurisdiction or the universe of persons for which a llc is legally allowed to do business in this state or any other jurisdiction. The liability of the LLC may not exceed the greater of: (“1) thLLClc's expenses for the taxable year; or (“2) 1% of the value of thLLClc's assets; whichever is greater. If the LLC's liabilities exceed this maximum, the LLC's maximum liability shall equal the amount by which its liabilities exceed this maximum. 5. Membership of LLC. The initial member has caused to be filed with the Secretary of State or registered with the secretary of state, on a form prescribed by the Secretary of State, a certificate that the initial member has formed a limited liability company in the state of South Carolina and has caused to be duly filed with the secretary or register in the name of the LLC a copy of the articles of organization, which, if true and correct and made under penalty of perjury and upon all the true and correct statements contained [sic] in the certificate, shows: (“a) the identity of thLLClc; (“b) its name; (“c) whether it is a corporation, trust or other legal entity (other than a limited liability company); (“d) the type of business thLLClc is to do within this state; (“e) the names of its members; (“f) its address, including zip code; and (“g) its telephone number, if any. 6. Duties. The initial member shall have all the following duties, which are in addition to any duties imposed on a limited liability company by the LLC articles unless otherwise provided in the LLC articles: to register each member of the LLC; to register each partnership that is an affiliate and that operates at least one of the LLC's businesses; to register each corporation or other entity that is an affiliate and that operates at least one of the LLC's businesses; to maintain books and records of the llc.

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