A Delaware LLC resolution template helps you create a document that documents significant decisions made by members of your company that could have significant financial ramifications, such as opening bank accounts or seeking funding.
LLC resolutions should be treated as internal documents and kept safe with other business records in a secure location; no formal filing with the state is necessary.
Title of Document
Although Delaware LLCs provide flexible business structures with room to adapt, there are certain responsibilities and requirements the company must fulfill in order to maintain their limited liability status. One such requirement is being able to prove that the entity exists as its own legal entity separate from its owners – an operating agreement can help do this.
Additionally, companies must designate a registered agent and name. A registered agent serves as a legal appointee who receives lawsuit service notices on behalf of their company, should be readily available during regular business hours, and have an address in Delaware.
Documents should also provide details regarding the ownership and management structure of a company, including voting rights, quorum requirements, methods for breaking deadlocks, capital contributions to each owner as well as how capital contributions will be divided among them.
LLC Details
An LLC resolution provides an important record of an event in your company and should be stored with other business records for future reference. A well-written resolution could come in handy during legal proceedings as well as being useful as future reference material. Unlike an operating agreement, an LLC resolution doesn’t need to be filed with the state – you can keep it safely with other business documents.
Documents must contain details regarding your LLC, such as its name and ownership structure, terms for dissolving it (i.e. majority versus unanimous vote requirement), and dissolution procedures.
As part of your LLC formation documents, it’s also necessary to include your business address and registered agent information. Your LLC should also acquire an Employer Identification Number (EIN), which allows it to open a bank account and file taxes; the IRS provides free EIN search capabilities for domestic companies.
Resolution
Resolutions are legal documents that outline company-wide policies and procedures, usually created during meetings and added to official meeting minutes for record keeping purposes. Resolutions can also be produced digitally and distributed among all members for record-keeping.
LLCs aren’t required to write formal resolutions, but many choose to do so anyway. Banks and other businesses also typically request one before opening accounts or entering contracts on behalf of an LLC.
An effective resolution will reduce confusion among team members, clearly define company legal guidelines and procedures, and prevent disputes from arising. 360 Legal’s user-friendly questionnaire makes creating customized resolutions suitable to your business easy.
Certification
Once filed successfully, this document acts as evidence of your company’s legitimacy and also sets out legal procedures for dealing with owner disputes, profit sharing arrangements, tax filing and dissolution proceedings.
Before filling out the form, it is imperative that you conduct a free business name search to make sure it is available for use. You can do this either through Delaware’s One Stop website or mailing in a request.
Finding out if your business requires any federal or state licenses to operate legally can also help ensure it runs smoothly. Some commercial activities require you to obtain an Employer Identification Number from the Internal Revenue Service to identify it as a legal entity and monitor its financial activity.
Signatures
LLCs do not need to pass resolutions like corporations do, but doing so can provide a clearer picture of internal company decision-making. For instance, recording any votes regarding property purchases formally helps protect the business should there be any disagreements later on.
Resolve Template can also be utilized when opening a bank account or applying for loans; both events require voting during an LLC meeting and documentation of what was decided during such proceedings.
Rules governing membership voting should be outlined in an LLC’s operating agreement, along with details about each member and how much ownership they hold in the company. A separate section allows for nonvoting capital issues in order to reduce conflicts among junior family members while increasing estate tax savings for senior family members.
