Below is a basic outline of what the meeting minutes for an LLC may look like. While there isn't a concrete template for documenting minutes, as each LLC may want to add specific areas (i.e. a consistent review of the business financials) to address at each meeting, below is a fairly solid guideline for what should be included. It is important to note that while state law does not require an LLC to hold meetings, and therefore annual meeting minutes for LLC are not required, the articles of incorporation or operating agreement may include a requirement. To implement this requirement a clause should be included in the operating agreement with a stipulation that meetings are to be held annually and that minutes should be maintained for every meeting. Some benefits of this requirement are:
1. A documented and formal method for dispute discussion/resolution, especially if this occurs among members
2. It demonstrates adherance to business formalities in the event debt litigation is brought forward from a creditor.
In short, though, it is up to the ownership to determine if this will be a requirement or not.
You can also download a copy of this LLC Meeting Minutes Template as a MS Word document. Then adjustments can be made to the template to fit the needs of your organization.
Annual LLC Meeting Minutes
OF:
___________________________________________LLC
The
annual meeting of this Limited Liability Company was held on
___________________(date) at ______________ (time) at the address of
__________________________________________________
The
following members and/or managers were present at this annual meeting:
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
The
following other people were present at this annual meeting:
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
1
_______________________________
was elected as the chairperson of the meeting.
2
_______________________________
was elected as the secretary of the meeting, and was the person memorializing
these minutes.
3
The
chairperson announced that the meeting was called by the members of the limited
liability company and determined that a quorum was present.
4
The
minutes from the previous meeting were distributed. The complete LLC book was made available to
inspect the articles of organization and any amendments, the operating
agreement, the member’s interests, the capital contributions, all previous
meeting minutes, and a current print out from the agency the articles of
organization were filed with, showing what the records currently look like on
that State agencies database. All
members that were present read the previous meeting’s minutes and inspected any
LLC records if they wanted to.
5
The
annual financial report from the previous ending year was presented that stated
the LLC had a net profit of $_______________ for the year ending ____________.
6
Upon
motion made and carried, the annual financial report was approved, attached to
the minutes of the LLC, and the net profit was distributed in the following
manner among the members:
Member name:
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
7
The
following people and/or entities were named as the managers of the LLC (If
managers were elected)
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
8 Upon motion made and carried by the
members, the manager’s salaries were fixed at the following rates until another
meeting:
Manager name / Newly Assigned Wage
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
9 Upon motion made and carried, the
members decided that the next annual meeting shall be held on:
___________________________ or the members decided not to hold annual
meetings_______ Yes __________ No.
10
The following other items of business were conducted:
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
There being no further business to discuss, upon motion by _______________________
and carried, the meeting was adjourned.
Dated _____________________________
Member name / Member Signature
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
____________________________________
Signature of Secretary of this
meeting that documented this form:
___________________________________
__________________ (Date)