California Single Member Llc Operating Agreement (Page 4 of 6) in pdf

Any person appointed as an officer of the Company with a title customarily

held by an officer of a corporation shall have the same power and authority to act on

behalf of the Company as an officer holding the same title would customarily have in a

corporation organized under the laws of the State of California.

[NAME OF

AUTHORIZED PERSON] is hereby designated as the authorized person, within the

meaning of the Act, to execute, deliver and file the Articles of Organization of the

Company, and together with other persons that may hereafter be designated, such other

certificates as may be necessary for the Company to qualify to do business in any

jurisdiction in which the Company may wish to conduct business.

OPTION 3:

Management. The management of the Company shall be vested in [NUMBER]

persons appointed as Managers by the Member; each of whom shall serve as a Manager

and a Member of the Board of Managers until a successor is appointed. The Members of

the Board of Managers shall have exclusive authority over the business and affairs of the

Company. Any two Members of the Board of Managers, acting together shall have the

full power and authority to authorize, approve or undertake any action on behalf of the

Company and to bind the Company without the necessity of a meeting or other

consultation with any other Manager. In connection with the foregoing, the Managers are

authorized and empowered:

To appoint by written designation filed with the records of the Company,

one or more persons (including a person that may also be a Manager) to act on behalf of

the Company as officers of the Company with such titles as may be appropriate including

the titles of President, Vice President, Treasurer, Secretary and Assistant Secretary; and

To delegate any and all power and authority with respect to the business

and affairs of the Company to any individual or entity, including any officers or

employees of the Company.

Any person appointed as an officer of the Company with a title customarily

held by an officer of a corporation shall have the same power and authority to act on

behalf of the Company as an officer holding the same title would customarily have in a

corporation organized under the laws of the State of California.

[NAME OF

AUTHORIZED PERSON] is hereby designated as the authorized person, within the

meaning of the Act, to execute, deliver and file the Articles of Organization of the

Company, and together with other persons that may hereafter be designated, such other

certificates as may be necessary for the Company to qualify to do business in any

jurisdiction in which the Company may wish to conduct business.

Reliance by Third Parties. Any person or entity dealing with the Company may

rely upon a certificate signed the [Manager/Managing Member] of the Company, or

signed by any Secretary or Assistant Secretary of the Company as to:

the persons who or entities which are authorized to execute and deliver

any instrument or document of or on behalf of the Company, and

California Single Member Llc Operating Agreement Page 4