[OH] Should intercompany loan terms be included in an LLC Operating Agreement?

OH Business

Liz

43,836 satisfied customers

View context

Solved

Operating Agreements do not include note obligations to another company. Instead, in the agreement, it would usually include that you, as sole owner, have the power to establish debt for the company. When it's a loan between companies, it's usually done with a promissory note. (OH Rev Code § 1303.03) (OH Rev Code § 1706.08)

The note from a previous owner will not usually be included unless it's affecting something now. Just keeping documentation of everything is good, in case there is a dispute.

Ohio LLC Operating Agreement

Create Document

Full Conversation

I recently formed two LLCs; one to hold the real estate, building, and equipment for a carwash, and the second LLC is the car wash business itself. I need to form an operating agreement between these entities for the state of Ohio. The company 1 will pay the company 2 rent for a loan that company 2 is paying to the previous business owner. I have that Letter of Intent with the terms to close the deal.

Lexi, Chatbot

I understand that creating an operating agreement can be a complex process. Have you already drafted any terms or provisions that you would like to include in the operating agreement? Are there specific legal requirements or concerns in Ohio that you are particularly worried about regarding these LLCs?

I don't know.

Liz

Hi there! My name is Liz and I’ve been an attorney for more than a decade, and I am here to assist with your legal concerns. So I can best help, what concerns do you have with your agreement?

I'm a new SBA owner and would like legal guidance on forming the operating agreement and including the terms I described above. Can you help with that?

Liz

We here cannot prepare it for you, just provide information. However, with the agreement, it will be a loan between the companies? An operating agreement is the individual rules for how it's run.

So the operating agreement just outlines responsibilities. Okay, I wasn't sure why the other lawyer asked for an Operating Agreement for company 2. Maybe just to show I'm the sole owner. Operating agreements don't typically include note obligations then? The note to company 2 is from the previous owner.

Liz

The note from a previous owner will not usually be included unless it's affecting something now. Just keeping documentation of everything is good, in case there is a dispute.

Okay, thanks for the help. Are you able to review the Operating Agreement I formed using this site?

Liz

I don't believe you can attach documents through the platform.

Hmmm. Okay, thanks for the help. Have a great night.

Liz

You're welcome. Have a great night too!

Liz

43,836 satisfied customers

Welcome! Have a similar question?

By messaging AskALawyer, you agree to our Terms and Privacy Policy.

Brandon

Attorney

4.57 (17,510)

Should I elect S Corp or C Corp status for my consulting LLC if I’m adding a member, and how much insurance do I need?

Answered 7 hours ago

Jessica B

Attorney

4.73 (30,891)

[SC] Do I need to amend my multi-member LLC after five members withdraw and it becomes single-member?

Answered 2 days ago

Legal Eagle

Attorney

4.79 (133,377)

[MO] What do I need to do to remove at 40% LLC member who wants to withdraw and get everything back in my name?

Answered 2 days ago

Disclaimer

By messaging AskaLawyer.com, you agree to our Terms and have read our Privacy Policy.

The information provided on AskaLawyer.com is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and timeliness of the information presented, we make no guarantees regarding its completeness or applicability to your specific circumstances.

Use of this website does not create an attorney-client relationship between you and AskaLawyer.com or any of its attorneys. Communications through this website, including any responses from attorneys, are not privileged or confidential. For advice tailored to your individual situation, we recommend consulting a licensed attorney in your jurisdiction.

AskaLawyer.com disclaims any liability for actions taken or not taken based on the content of this site. We are not responsible for any third-party content that may be accessed through this website. Reliance on any information provided herein is solely at your own risk.