Editing ELS3/OperatingAgreements
From WikiDotMako
Warning: You are not logged in. Your IP address will be publicly visible if you make any edits. If you log in or create an account, your edits will be attributed to your username, along with other benefits.
The edit can be undone. Please check the comparison below to verify that this is what you want to do, and then publish the changes below to finish undoing the edit.
| Latest revision | Your text | ||
| Line 20: | Line 20: | ||
* Process | * Process | ||
** If the need arises, any member may call for a synchronous meeting to reach a consensus decision. The secretary must schedule a meeting in these cases within a month and should endeavor for all members to be able to attend, but must ensure at least a majority of members. If the secretary fails to organize such a meeting in this time frame, the member calling for the meeting may organize their own meeting with at least a majority of members, which will be considered valid. | ** If the need arises, any member may call for a synchronous meeting to reach a consensus decision. The secretary must schedule a meeting in these cases within a month and should endeavor for all members to be able to attend, but must ensure at least a majority of members. If the secretary fails to organize such a meeting in this time frame, the member calling for the meeting may organize their own meeting with at least a majority of members, which will be considered valid. | ||
** In the event of the death of a member, that member will not count toward quorum. The | ** In the event of the death of a member, that member will not count toward a quorum. The members financial stake can be inheretated but their governance stake in the organization can not be. ('''Note:''' added based on comments from Forrest —<b>[[User:Benjamin Mako Hill|<font color="#C40099">m</font><font color="#600099">a</font><font color="#2D0399">k</font><font color="#362365">o</font>]][[User_talk:Benjamin Mako Hill|<font color="#000000">๛</font>]]</b> 17:51, 17 April 2024 (CEST)) | ||
** If a member is incapacitated and/or unable to participate for a period of six months, that person will not be counted against quorum for decision-making ('''Note:''' added based on comments from Forrest —<b>[[User:Benjamin Mako Hill|<font color="#C40099">m</font><font color="#600099">a</font><font color="#2D0399">k</font><font color="#362365">o</font>]][[User_talk:Benjamin Mako Hill|<font color="#000000">๛</font>]]</b> 17:51, 17 April 2024 (CEST)) | ** If a member is incapacitated and/or unable to participate for a period of six months year, that person will not be counted against quorum for decision-making ('''Note:''' added based on comments from Forrest —<b>[[User:Benjamin Mako Hill|<font color="#C40099">m</font><font color="#600099">a</font><font color="#2D0399">k</font><font color="#362365">o</font>]][[User_talk:Benjamin Mako Hill|<font color="#000000">๛</font>]]</b> 17:51, 17 April 2024 (CEST)) | ||
* Governance-related record-keeping | * Governance-related record-keeping | ||
** All actions taken on behalf of the entity will be kept durably by a designated secretary (decided upon by the group), in a shared location accessible to all members | ** All actions taken on behalf of the entity will be kept durably by a designated secretary (decided upon by the group), in a shared location accessible to all members | ||
| Line 29: | Line 29: | ||
** '''The property will not be used as a long-term rental. (should check seattle rules)''' | ** '''The property will not be used as a long-term rental. (should check seattle rules)''' | ||
*** what about things like 1 year sabbatical leave? should we add "unless all members agree..."? [[User:Mika|Mika]] ([[User talk:Mika|talk]]) 18:48, 17 April 2024 (CEST) | *** what about things like 1 year sabbatical leave? should we add "unless all members agree..."? [[User:Mika|Mika]] ([[User talk:Mika|talk]]) 18:48, 17 April 2024 (CEST) | ||
* Grounds for expulsion of members | * Grounds for expulsion of members | ||
** A member may request the removal of another member through a standard governance process. | ** A member may request the removal of another member through a standard governance process. | ||
** The person who is being decided against shouldn't get a vote in the consensus decision. | ** The person who is being decided against shouldn't get a vote in the consensus decision. | ||
** If more than one person is suggested for expulsion, we would need to make these decisions serially (i.e., one at a time) in the order they were proposed. | ** If more than one person is suggested for expulsion, we would need to make these decisions serially (i.e., one at a time) in the order they were proposed. | ||
=== Financial Stuff === | === Financial Stuff === | ||
| Line 40: | Line 38: | ||
'''Note:''' This has not been as fully vetted/discussed as some of the material above. | '''Note:''' This has not been as fully vetted/discussed as some of the material above. | ||
* After the initial purchase, shares (which we use to mean only financial stake, not governance) will be divided up among individual members based on their contributions to the | * After the initial purchase, shares (which we use to mean only financial stake, not governance) will be divided up among individual members based on their contributions to the downpayment, fees, and any inspections incurred in the purchase of the home, where each individual gets a number of shares that are proportional to their contribution. We'll have some system for recording and tracking this that we agree to (e.g., on a wiki page or a shared repository) | ||
* Going forward, contributions for monthly mortgage payments, property taxes, and house insurance will also result in a proportional number of shares based on contribution. | * Going forward, contributions for monthly mortgage payments, property taxes, and house insurance will also result in a proportional number of shares based on contribution. | ||
* Payments for any | * Payments for any house maintenance, purchase/repair/replacement of appliances, and contributions to an emergency fund will all be in the category of ''further contributions'' to the house/LLC or something like that. Any of these contributions will also result in a proportional number of shares based on contribution. For something to be considered an expense in this category, the group must decide to do this based on our normal processes. If someone purchases an appliance independently, that's fine, but it remains their property. | ||
* For monthly payments and for any further contributions like those listed above that are agreed upon, everybody is committed to contributing an equal share in the same way we do for the mortgage payments and such (i.e., 1/n of the total cost where n is the number of members). If everybody agrees, we can always change this distribution for a specific transaction, and the shares will be distributed according to whatever we decide. | * For monthly payments and for any further contributions like those listed above that are agreed upon, everybody is committed to contributing an equal share in the same way we do for the mortgage payments and such (i.e., 1/n of the total cost where n is the number of members). If everybody agrees, we can always change this distribution for a specific transaction, and the shares will be distributed according to whatever we decide. | ||
* Everybody can purchase shares from other people in the LLC up until they have a set of shares that are equal to whoever has the largest share at the time. So, if everybody took full advantage of this, everybody would have equal shares. However, some people may have lower shares based on unequal contributions to the original purchase. | * Everybody can purchase shares from other people in the LLC up until they have a set of shares that are equal to whoever has the largest share at the time. So, if everybody took full advantage of this, everybody would have equal shares. However, some people may have lower shares based on unequal contributions to the original purchase. | ||
| Line 50: | Line 48: | ||
* Complete withdrawal from the LLC | * Complete withdrawal from the LLC | ||
** A member may give notice to the LLC of their intent to fully withdraw. When doing so they have two options | ** A member may give notice to the LLC of their intent to fully withdraw. When doing so they have two options | ||
*** The member may ask to be reimbursed as they withdraw. The LLC would purchase back that financial amount within 6 months and the member would | *** The member may ask to be reimbursed as they withdraw. The LLC would purchase back that financial amount within 6 months and the member would loose their right to vote in LLC matters. At the future dissolution of the LLC, the former member would receive their share of the difference between initial and final value of the LLC if it is positive. | ||
*** The member may choose to retain their financial stake as they withdraw. | *** The member may choose to retain their financial stake as they withdraw. the member would be allowed to vote for matters of refinancing or dissolution of the LLC, but not for changes in renters, members, or day to day operations. In this state, the member would be able to be subsequently 'bought out' by a prospective new member. | ||
* Withdrawal of financial stake by a member | * Withdrawal of financial stake by a member | ||
** If somebody needs liquidity, they can ask for any amount up to the total value of their shares at any point | ** If somebody needs liquidity, they can ask for any amount up to their share of the total value of their shares at any point which should also be paid in 6 months. Other members can either buy those shares from them in cash they have (even if it upsets the distribution) or the group can choose to refinance the home as a way of getting that money to distribute it. If folks can't or don't want to do those things, the group would commit to selling the home in order to get the person who needs money or needs to leave their shares. | ||
* Emergency Fund: Also, we should have an emergency fund that works like this: | * Emergency Fund: Also, we should have an emergency fund that works like this: | ||
