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Attorneys in North Carolina Assisting Businesses with Operating Agreements, Bylaws and Shareholder Agreements

If you are thinking about starting a new business in North Carolina, the type of business structure you choose will affect the steps you need to take into order to form your business.
If you are forming a limited liability company and need assistance developing an operating agreement, or if you need to create bylaws for your corporation, or a shareholder agreement, an experienced North Carolina business operating agreements lawyer can assist you.

Operating Agreements for North Carolina LLC

What is an operating agreement, and why does an LLC need one? Under North Carolina law, the North Carolina Limited Liability Company Act provides default rules related to LLC’s but gives broad latitude LLC’s by contract terms of the operating agreement.

Operating agreements are contracts between the members of the LLC that provide additional details regarding the structure and governance of the LLC, including but not limited to:

  • Names of all members;
  • Information specifying how new members can be added and how existing members can leave the business;
  • How an existing member’s interest in the LLC will be valued if that member leaves the LLC;
  • Provisions regarding buy/sell provisions among the members;
  • Term of the LLC, including information about events that can cause the dissolution of the LLC;
  • Purpose of the business;
  • Information about each member’s initial financial contribution, and subsequent financial contributions to the LLC;
  • How profits and losses will be divided or distributed among the members;
  • How disputes among the members will be resolved;
  • How the LLC will be managed (whether it will be managed by members or managed by one or more elected managers);
  • Clarifications regarding limited liability of the members;
  • Duties of each of the members of the LLC;
  • How and where the LLC’s records will be kept; and
  • General bookkeeping information about the LLC.

Bylaw & Shareholder Agreements in North Carolina

Similar to LLCs, there is a specific North Carolina law that governs corporations: the North Carolina Business Corporation Act. Bylaws and shareholders agreements for corporations are similar to operating agreements for LLCs. When a corporation drafts its bylaws, it should include information similar to what is contained within an LLC’s operating agreement, including but not limited to the following:

  • Details about the structure of the corporation;
  • Responsibilities of each shareholder;
  • How the board of directors will be determined;
  • Responsibilities of the board of directors;
  • Information about the corporation’s officer duties titles;
  • Buyout provision to handle shareholder who wish to leave the corporation; and or pass away;
  • Information about when shareholders’ meetings will occur.

Shareholder agreements often address:

  • Voting agreements
  • Responsibilities of each shareholder
  • Buyout provision to handle shareholder who wish to leave the corporation; and or pass away;

Contact Our Attorneys in Raleigh, New Bern, or Morehead City

Our clients seeking representation in business operating agreements trust Howard Stallings to advocate to mitigate their potential losses. Our reputation for litigation throughout North Carolina speaks for itself. Call us today at 919-821-7700 or contact our office online. Free parking is available at our locations.

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