The Company Agreement Explained: Confidential Information & Non-Competes
Most entrepreneurs and small business owners are familiar with confidentiality and non-compete agreements because, well, they want others to gain interest in their product or service, but they don’t want the recipient of the disclosed information to turn around and […]
The Company Agreement Explained: Involuntary Transfers v. Voluntary Transfers
We often get asked by clients about what happens when members of LLCs die, get divorced, want to sell their interest to another member or third party, etc. All of these transfers fall into two categories: involuntary transfers and voluntary […]
The Company Agreement Explained: Types Of Decisions Made By Managers & Members
In our previous blog post, The Company Agreement Explained: Manager and Member Meetings, we discussed the meeting requirements for managers and members pursuant to the TBOC and provided additional provisions that should be considered when adopting or amending an LLC […]
The Company Agreement Explained: Meetings Of Managers & Members
Two of our previous posts discussed the difference between a manager-managed LLC and a member-managed LLC and some of the different consent levels you can have in your LLC Company Agreement (super-majority v. simple majority). Now, you may be asking, […]
The Company Agreement Explained: What Are Fundamental Business Transactions & Why Are They Important?
Here at VW, we’re proud to form dozens, if not hundreds, of new Texas LLCs for aspiring startups and new small business owners each year. As part of our LLC formation package, we advise our clients on the best structure […]
Drafting LLC Company Agreements: Simple Majority v. Super Majority
Our previous blog outlined the differences between and the advantages and disadvantages of a member-managed LLC and a manager-managed LLC. It only makes sense to now discuss how a business decision is made by the member(s) of the LLC. Section […]
The Company Agreement Explained: Member-Managed v. Manager-Managed
Before you form an LLC, you should determine the management structure of your LLC. In Texas, there are two options: member-managed or manager-managed. Before we delve into the difference between the two, let’s back up a bit and first discuss […]
The Company Agreement Explained: What Are Classes Of Members?
Having different classes of members is just like having different classes of stock in a corporation. Oftentimes, it’s a good idea to set out classes of members when you want members to have different rights or duties. Situations where setting […]
Drafting LLC Company Agreements: What Is A Capital Contribution?
I recently had a meeting with a client who wanted to make sure his initial investment in an Limited Liability Company was well documented by the LLC. One way to document the initial investment is in the LLC’s Company Agreement. […]
The Company Agreement Explained: Why Do I Need A Company Agreement If I Have A Certificate Of Formation?
Clients regularly ask, “Why do I need a Company Agreement if I have a Certificate of Formation?” To answer the question directly: the difference lies in the purpose of the two documents. Certificate of Formation The Certificate of Formation (also […]