When hired to prepare a Buy Sell Agreement for an Arizona limited liability company we provide the following services:
1. We prepare a custom Buy Sell Agreement.
2. We email an Adobe .pdf digital version of the agreement to the LLC's contact person who can send it to all of the members.
3. We prepare a letter of explanation and send it in digital format to the contact person to distribute to all members.
4. The fee includes one hour of attorney time to meet in our office or on the phone to answer members' questions and to modify the agreement per instructions from the members. Most of our clients do not need more than one hour of attorney time.
Enter the LLC's exact name.
What is the purpose of the LLC? This information is for our information only.
Is your company an LLC or a PLLC?
Select the appropriate profession.
The LLC's place of business cannot be a U.S. post office box.
Select the total number of members (owners) involved with the LLC.
A husband and wife that will own their interest in the company as community property or as joint tenants with right of survivorship are deemed to be one member, not two members.
If a husband and wife will each own an interest in the LLC as separate property they are two members.
If a married person will own his or her interest in the LLC as separate property and the other spouse will not have any ownership of the LLC the owner spouse is one member, not two.
Will any owner be required to pay money to the LLC? Arizona LLC law provides that no member of an Arizona LLC is obligated to pay money to the LLC unless the member signs a document that states the amount and due date of the payment. If you select Yes then this Questionnaire will ask how much money must each member contribute and when will the money be due. If multiple payments will be required, enter the addtional payment information in the Additional Information field at the end of this Questionnaire.
What is the name of this member? If the member is a trust, the name must be the legal name of the trust. If the member is an entity, the name must be the legal name of the entity such as World Wide Widgets, LLC or Best Widgets, Inc.
Enter the percentage of the LLC owned by this member. The total percentage owned by all members must equal 100%.
If the spouses own as community property then if one spouse dies the other spouse automatically becomes the sole owner of the membership interest without the need for a probate and there may be an income tax advantage. Community property ownership means that if the spouses divorce each spouse is entitled to one half the value of their joint ownership interest in the LLC.
Arizona law provides that if a spouse who is an Arizona resident acquires property during marriage the property is automatically community property unless the property was acquired as a gift or from an inheritance unless the non-owner spouse signs a disclaimer. When a spouse owns the LLC as separate property and the spouse dies, the interest does not pass automatically to the deceased spouse's heirs and an expensive and time consuming probate will be necessary to transfer the interest to the heirs.
If this spouse is to own his/her interest as separate property we will prepare a Disclaimer that the owner spouse must get the non-owner spouse to sign.
This member must sign the Operating Agreement. Who will sign for the LLC and what is the signer's title? For example: Homer Simpson, Member (if the LLC is member managed) or Homer Simpson, Manager (if the LLC is manager managed).
This member must sign the Operating Agreement. Who will sign for the corporation and what is the signer's title? For example: Homer Simpson, President or Homer Simpson, Vice President.
This member must sign the Operating Agreement. Who will sign for the partnership and what is the signer's title? For example: Homer Simpson, General Partner, or Marge Simpson, Partner.
Is the address of this member the same as the LLC's place of business address in Arizona that you entered on the previous page?
Arizona law does not require a member of an LLC to contribute money to the company. However, if you want a member to contribute money to the company the member must sign a document that creates the legal obligation to pay money to the LLC.
If you want to create a legal obligation for this member to pay money to the LLC select the Yes button and answer the contribution questions that follow. We will then include language in the Operating Agreement that requires this member to make the capital contribution(s).
Note: If this member is to be obligated to make more than one payment include the future payment amounts and due dates in the Additional Information field at the end of this Questionnaire.
How much money is this member required to pay to the LLC?
What is the deadline on or before this member must pay the contribution amount to the LLC?
What name do you want to appear in the LLC's Articles of Organization? If the member is a trust, the name must be the legal name of the trust. If the member is an entity, the name must be the legal name of the entity such as World Wide Widges, LLC or Best Widgets, Inc.
Is your LLC member managed or manager managed? Who is our contact person if we have questions?
Is the LLC manager managed or member managed? If the LLC's Articles of Organization is the Arizona Corporation Commission's form AOO the type of management is stated in Question 7 (manager managed) or Question 8 (member managed).
The LLC must have at least one manager. The manager can be a person, corporation, another LLC, a trust or a partnership. The manager does not have to be an owner of the LLC.
Only managers have the legal power to sign contracts and bind the LLC on legal obligations.
Check the box for each manager.
The contact person is the person we will contact if we have questions and the person to whom we will send all correspondence and the Operating Agreement.
Name of the person Richard Keyt or his legal assistant should contact if they have any questions or issues concerning the LLC or its Operating Agreement.
If any member (owner) of the LLC is an IRA, 401(k) or retirement plan select the Yes box. We ask this question because it is possible that the LLC may need to modify its Operating Agreement to contain language we recommend whenever an IRA, 401(k) or retirement plan is a member of an LLC..
In the field below type any additional information you want Richard Keyt to know about the members, managers or the LLC.
If the LLC will have more than four members enter the following information here for each member: name of member, percentage ownership, single or married person (spouse's name if married), entity type and state of formation and who signs for the entity and his or her title, address and phone number.
If any member(s) is/are required to make more than one payment of money to the LLC insert the name(s) of the member(s), amount(s) of the contribution(s) and due date(s) of each additional contribution.
You are done. Click the Submit button below to send your Questionnaire to Arizona LLC attorney Richard Keyt and a copy to the LLC's contact person.