Hi everyone. I'm new on the forum and would like some helpful feedback on this situation. My bus partner and I are updating the Op Agreement for our Pennsylvania LLC and are at an impasse about (of all things) using the term "Share" to describe a member's ownership portion. The LLC, like many, does not issue ownership in denominations of units, but in percentages. He insists that "Share(s)" is used strictly to describe Units of Stock and is not applicable. IMO he is imposing an arbitrary restriction on the meaning of Share, while I am using Share in a broader context. He prefers using "Percentage Interest", but that is the unit of measure that describes a member's amount of ownership.
Here is the definition used in the OA:
1.17 “Share” refers to a member’s portion of ownership in the Company that, with respect to each Member, entitles the Member to a Membership Interest which, if applicable, is expressed as the Percentage Interest set forth opposite the name of each Member on Exhibit A, as may be adjusted from time to time pursuant to this Agreement. ICN does not issue unit shares. Each Share type (Class “A” and Class “B”) has different rights and benefits within the interests associated with them, as specified in Article 6 of this Agreement.
I laid out a relational diagram of the terms, thinking it would help:
http://www.tzaffiliates.com/Memberships_Interests_Shares.pdf
I’ve racked my brain (and the thesaurus) for a substitute term, but “Share” to me is exactly the term to use.
If I need to, I have not a problem yielding. At this point, though, it is just two opposing opinions.
Thanks for your time.
Here is the definition used in the OA:
1.17 “Share” refers to a member’s portion of ownership in the Company that, with respect to each Member, entitles the Member to a Membership Interest which, if applicable, is expressed as the Percentage Interest set forth opposite the name of each Member on Exhibit A, as may be adjusted from time to time pursuant to this Agreement. ICN does not issue unit shares. Each Share type (Class “A” and Class “B”) has different rights and benefits within the interests associated with them, as specified in Article 6 of this Agreement.
I laid out a relational diagram of the terms, thinking it would help:
http://www.tzaffiliates.com/Memberships_Interests_Shares.pdf
I’ve racked my brain (and the thesaurus) for a substitute term, but “Share” to me is exactly the term to use.
If I need to, I have not a problem yielding. At this point, though, it is just two opposing opinions.
Thanks for your time.