The Investment Club LLC Operating Agreement is essential for groups of investors looking to formalize their collective investment activities under English law. This document is particularly relevant when investors wish to pool resources while maintaining limited liability protection and establishing clear governance structures. It addresses key aspects such as capital contributions, investment policies, profit distribution, and member rights while ensuring compliance with UK regulatory requirements. The agreement should be customized to reflect specific investment objectives and member expectations while adhering to Financial Conduct Authority guidelines.
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1. Parties: Identification of all members and the LLC entity
2. Background: Purpose of the investment club and formation context
3. Definitions: Key terms used throughout the agreement
4. Formation and Name: Legal establishment and naming of the LLC
5. Capital Contributions: Member investment requirements and capital structure
6. Management Structure: Governance and decision-making processes
7. Investment Policy: Investment objectives, restrictions, and guidelines
8. Profit and Loss Allocation: Distribution of returns and losses
1. Advisory Board: Structure and role of advisory board - used for larger investment clubs with external advisors
2. Investment Committee: Composition and authority of investment committee - used when delegating investment decisions to a specific group
3. Special Purpose Vehicles: Rules for creating and managing SPVs - used when planning to use SPVs for specific investments
1. Schedule 1 - Member Details: List of members and their initial capital contributions
2. Schedule 2 - Investment Guidelines: Detailed investment criteria and restrictions
3. Schedule 3 - Valuation Methodology: Agreed methods for valuing investments
4. Appendix A - Management Procedures: Detailed operational procedures and workflows
5. Appendix B - Compliance Procedures: AML and regulatory compliance requirements
Relevant legal definitions
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