I use this form for my clients in my capacity as a Limited Liability Company Lawyer. The Florida Limited Liability Company Act (the “Act”) provides an easy way to memorialize company action and resolutions taken. You don’t always need nor have time for a formal meeting with minutes to be taken by the company secretary. You may not even have a company secretary.
So take advantage of the flexibility of the Act. You can take action without a meeting on any matter that would otherwise be voted on by the members if a majority-in-interest of the members sign a written consent. You may need a Limited Liability Company Lawyer for more complex transactions or dealing with a director conflict of interest matter.
For smaller companies, have your Limited Liability Company Lawyer draft a more customized version of this form. You can use it going forward as it is very convenient, fast, and easy to circulate a written consent compared to sending formal notice and scheduling a meeting.
This is available for your corporation also.
Limited Liability Company Lawyer sample Written Consent for your Corporation
ACTION BY WRITTEN CONSENT
OF THE MEMBERS OF _____________, LLC
The undersigned, being all of the members of _______________, LLC, a Florida limited liability company organized and existing under the laws of the State of Florida (the “Company”), do hereby take the following action by unanimous written consent pursuant to the provisions of Section 608.4231, Florida Statutes:
WHEREAS the Company entered into that certain Purchase and Sale Agreement (the “Agreement”) dated _______________, 20____, wherein it agreed to purchase the assets of that certain business known as _______________ and located at _______________, Tampa, Florida, for good and valuable consideration, from _______________, LLC, upon such terms and conditions as provided in the Agreement.
NOW THEREFORE, it is
RESOLVED, that all actions by the Managing Member of the Company in connection with the negotiation of the acquisition of the business assets under the Agreement, including, but not limited to the execution of the Agreement and acceptance of the Assignment of Lease on behalf of the Company, be and the same hereby are ratified, approved and confirmed in all respects as being in the best interests of the Company and its members.
FURTHER RESOLVED, that in connection with the Agreement, the Managing Member of the Company be and the same hereby is authorized and directed to execute any and all further documents as may be necessary and required in order to effectuate the foregoing resolution in consummating the acquisition of the subject assets.
IN WITNESS THEREOF, the members of _______________, LLC, have caused these presents to be signed this this _____ day of _______________ 20_____.