CL Operating Agreement 2022



February 1, 2022


An Operating Agreement sets forth the governance of operations of a Limited Liability Company or LLC.  It is an agreement between the owners of the company (referred to as Members) and those who direct and operate the company (generally the Board of Directors and Executive Management).  An Operating Agreement is established and approved by the Members.

The Operating Agreement for Caillouet Land was initially established in 2013 when Caillouet Land became an LLC.  This agreement was largely based on the original Articles of Incorporation from the company’s founding 1968 and by-laws in 1983.  The original documents where set aside by the Operating Agreement in 2013.

In 2022 the Members updated the Operating Agreement to allow for more contemporary operating capabilities and practices as well as clarify various rights and obligations.  The update was signed and approved by over 90 percent of ownership.

During the approval process, despite several prior review steps, it was discovered that the signed document contained various typographical and format errors.  These were judged to be non-material by Fishman Haygood, the legal counsel for the update.   These errors do not impact the meaning, understanding, or intent of the Agreement.

In the interest of acknowledgement and complete transparency, these errors are listed below with only item 3 being changed in the approved published document. 

1. The Table of Contents does not reflect the insertion of the new Section 1.4 (“Registered Office …”) and the renumbering of the former Sections 1.4 & 1.5 as 1.5 & 1.6.

2. On page 8 in Section 3.10, “KPIs” should read “Key Performance Indicators (KPIs)” to clarify its meaning.

3. On page 14 in Section 9.4(a), an erroneous reference to “9.3” was changed to “9.2” for clarity. 

4. On page 14 the section title “Section 9.4 Assignment of Distribution” should read “Section 9.4 Assignment”.

View Document Now