International
Legal Services
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General information about
the State |
Nickname: The Evergreen State Population: 5,431,000 (15th place) Area: 71,302 sq miles (18th place) Admitted to Union: the 11th of November, 1889 Capital City: Olympia (population 38,700) Other cities: Seattle (534,700), Spokane (375,000) |
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Possible names with
example of Alpha |
Alpha Limited Liability
Company Alpha Limited Liability Co. Alpha L.L.C. Alpha LLC |
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The minimum number of
members |
One |
Company management
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LLC is managed by its
members unless the certificate of formation states that LLC is to be managed
by one or more managers. If not otherwise provided in
the operating agreement approval of members who contribute more than 50% of
the value of capital to the LLC is necessary for membership action. Except as provided in the
operating agreement, managers are elected for an indefinite term, replaced
and removed by approval of members, who contribute more than 50% of the value
of capital to the LLC. Operating agreement must be
in writing. When LLC has nominee members
an attorney is appointed to manage LLC on the basis of power of attorney. As
a rule, general power of attorney and a restricted one only for the purpose
to open bank account are issued by nominee members in favor of company’
beneficial owner or authorized persons. |
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Amendments to Certificate
of Formation and Operating Agreement |
Unless otherwise provided by
the operating agreement, all members must agree to amend operating agreement.
No statutory rule was found for voting to amend the certificate of formation. |
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Withdrawal of Members |
Except as provided in the operating
agreement, a member may withdraw only upon the written consent of all other
members. Unless the operating agreement provides otherwise, a resigning
member is given the status of an assignee, and is entitled to receive an
ongoing share of profits and other distributions along with other members. Except as provided in the
certificate of formation or operating agreement, the LLC automatically
dissolves after the dissociation of a member, unless all remaining members
vote to continue the LLC within 90 days after dissociation of a member. |
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Annual Report |
Each company should present
annual report to the Secretary of the State containing the following
information:
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Taxation |
State applies a gross income
tax on LLCs (which also applies to partnerships). Sales tax – 6.5% |