New Jersey LLC Formation Without Operating Agreement

Wilkinson Law LLC will assist the client with forming a New Jersey limited liability company. This fixed-fee service is designed for one business owner or multiple business owners who want a New Jersey LLC formed with a standard certificate of formation and do not want the firm to prepare an operating agreement as part of the engagement.

The scope of work includes:

  1. Preparing and filing a standard New Jersey certificate of formation for the LLC.
  2. Using the standard New Jersey formation filing structure, without custom certificate provisions, special governance provisions, ownership provisions, transfer restrictions, management provisions, tax provisions, or other tailored provisions in the certificate of formation.
  3. Confirming the basic formation information needed for the filing, including the proposed LLC name, business address, registered agent information, organizer information, member information, and other standard filing information required for the formation submission.
  4. A two-hour attorney meeting regarding the rights, obligations, governance structure, management authority, economic rights, default legal rules, and practical risks that may apply to the owner or owners of a New Jersey LLC when the LLC does not have an operating agreement.
  5. Filing the formation submission with the State of New Jersey or through an appropriate service provider.
  6. Providing the client with the filed formation document or filing confirmation received from the State of New Jersey or service provider.

The fixed fee includes the ordinary formation filing costs paid to the State of New Jersey and/or to a formation service provider for the standard formation filing.

This scope of work does not include preparing an operating agreement, bylaws, shareholder agreement, partnership agreement, buy-sell agreement, member control agreement, founder agreement, employment agreement, contractor agreement, tax registration, EIN application, business license application, registered-agent service, annual report filing, tax advice, accounting advice, securities-law advice, ownership-dispute advice, or any document other than the standard certificate of formation.

This scope also does not include customized certificate provisions, negotiations among owners, revisions requested by other owners or third parties, advice regarding a pending or anticipated dispute, or legal work after the LLC is formed unless separately agreed in writing.