or did not act in good faith and in a manner which he reasonably believed to be in the
best interest of the Company, and, with respect to any criminal action or proceeding, had
reasonable cause to believe that his/her conduct was lawful.
4.9 RECORDS. The Managers shall cause the Company to keep at its principal place of
business the following:
(a) a current list in alphabetical order of the full name and the last known street address
of each Member;
(b) a copy of the Certificate of Formation and the Company Operating Agreement and all
amendments;
© {Year} {Company name}.
(d) copies of any financial statements of the limited liability company for the three most
recent years.
ARTICLE 5
Compensation
5.1 MANAGEMENT FEE. Any Manager rendering services to the Company shall be
entitled to compensation commensurate with the value of such services.
5.2 REIMBURSEMENT. The Company shall reimburse the Managers or Members for
all direct out-of-pocket expenses incurred by them in managing the Company.
ARTICLE 6
Bookkeeping
6.1 BOOKS. The Managers shall maintain complete and accurate books of account of
the Company's affairs at the Company's principal place of business. Such books shall be
kept on such method of accounting as the Managers shall select. The company's
accounting period shall be the calendar year.
6.2 MEMBER'S ACCOUNTS. The Managers shall maintain separate capital and
distribution accounts for each member. Each member's capital account shall be
determined and maintained in the manner set forth in Treasury Regulation 1.704-
l(b)(2)(iv) and shall consist of his initial capital contribution increased by:
(a) any additional capital contribution made by him/her;