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The Multi Member LLC Operating Agreement is a crucial document for businesses establishing a Besloten Vennootschap (BV) in the Netherlands with multiple owners. It becomes necessary when two or more parties wish to formalize their business relationship under Dutch law, defining their rights, responsibilities, and the company's operational framework. This document is particularly important following the introduction of the Flex BV law, which provided greater flexibility in structuring Dutch private limited companies. The agreement covers essential aspects such as capital contributions, profit distribution, management structure, decision-making processes, and member exit provisions. It serves as both a legal requirement and a practical tool for preventing future disputes by clearly documenting all aspects of the business relationship between members.

1. Parties: Identification of all founding members of the LLC, including full legal names, addresses, and contact details

2. Background: Context of the LLC formation, business purpose, and intention of the parties

3. Definitions: Definitions of key terms used throughout the agreement

4. Formation and Name: Details of company formation, trade name, and registered office address

5. Business Purpose: Detailed description of the LLC's business activities and objectives

6. Capital Contributions: Initial and subsequent capital contributions, valuation of non-cash contributions

7. Membership Interests: Allocation of membership interests, voting rights, and economic rights

8. Management Structure: Management organization, appointment of directors, and decision-making processes

9. Members' Rights and Obligations: Detailed rights and responsibilities of members, including voting procedures

10. Meetings and Resolutions: Procedures for member meetings, voting requirements, and resolution passing

11. Financial Affairs: Financial management, accounting practices, and distribution of profits

12. Transfer of Interests: Rules and restrictions regarding the transfer of membership interests

13. Exit Provisions: Procedures for member withdrawal, expulsion, and interest valuation

14. Dissolution and Liquidation: Circumstances and procedures for company dissolution and asset distribution

15. Governing Law and Disputes: Choice of law, jurisdiction, and dispute resolution procedures