SINGLE MEMBER OPERATING AGREEMENT

Single-Member Operating Agreement

An operating agreement for the single-member LLC Northwind Studio, formally establishing governance, capital contributions, distributions, and dissolution terms. Sole member: Acme Co.

Company and Sole Member

This operating agreement governs Northwind Studio (the "Company"), a limited liability company organized under the laws of the state of formation shown on the acceptance page. Acme Co is the sole member and the sole owner of the membership interest.

Recitals

The Member wishes to formalize the governance of the Company through a written operating agreement. Even though only one member is involved, a written agreement helps preserve the limited liability shield, establishes internal rules, and provides clarity in the event of sale, transfer, or dissolution.

Governance, Capital and Distributions

The agreement is organized around three operating areas that together define how the Company is run and how funds move between the Company and the Member.

What is included

• Maintain a separate business bank account and clean records
• Do not commingle personal and business funds
• Keep signed operating agreement and formation documents on file
• Document any material decision in writing
• Maintain any state-required annual filings and franchise taxes

Transfer, Dissolution and Formation Fees

The Member may transfer all or part of the membership interest at any time. Transfer to a new member converts the Company to a multi-member LLC and requires an amended operating agreement.

Payment Schedule

On dissolution, the Company pays creditors, settles taxes, and distributes any remaining assets to the Member. Article of dissolution are filed with the state promptly after winding up.

Acceptance

To adopt this operating agreement, complete the fields below and sign. Keep the executed original with the Company's formation documents.

STATE OF FORMATION

EFFECTIVE DATE