STATE OF ALABAMA
STATE OF ALABAMA:
COUNTY OF MOBILE:
ARTICLES OF ORGANIZATION
OF
ABC PETROLEUM LLC
The undersigned, acting as organizers of the ABC Petroleum LLC under the Alabama Limited Liability Company Act, adopt the following Articles of Organization for said Limited Liability Company.
Article I
Name of the Company
The name of the limited liability company is ABC Petroleum LLC (the “Company”).
Article II
Period of Duration
The period of duration is ninety (90) years from the date of filling of these Articles of Organization with the Alabama Secretary of State, unless the Company is sooner dissolved.
Article III
Purpose of the Company
The Company is organized to engage is all legal and lawful purpose of retail gasoline service business.
Article IV
Registered Office and Agent
The Company’s registered office is at address 123 Main Street, Mobile, Alabama 36601; and the name and the address of the Company’s initial registered agent is John Smith, 123 Main Street, Mobile, Alabama 36601.
Article V
Members of the Organization
There is One (1) initial member, who is identified in the Exhibit A attached hereto and a part hereof. The initial capital contribution agreed to be made by the member is also listed on Exhibit A. The member has not agreed to make any additional contributions, but may agree to do so in the future upon the terms and conditions as set forth in the Operating Agreement.
Article VI
Additional Members
The member, as identified in the Company’s Operating Agreement, reserves the right to admit additional members and determine the Capital Contributions of such Members. Notwithstanding the foregoing, the additional Members may not become managing unless and until selected to such position as provided in Article VII of the Company’s Operating Agreement.
Article VII
Contribution Upon Withdrawal of Members
The future members shall have the right to continue the company upon the death, retirement, resignation, expulsion, bankruptcy or dissolution of a member or occurrence of any event which terminates the continued membership of a member in the Company (collectively, “Withdrawal”), as long as there are at least one remaining member, and the remaining member agrees to continue the Company by unanimous written consent within 90 days after the Withdrawal of a Member, as set forth in the Operating Agreement of the Company.
Article VIII
Managers
The name and business address of the initial manager is:
John Smith
ABC Petroleum LLC
123 Main Street
Mobile, Alabama 36601
The manager may be removed and replaced by the Members as provided in the Operating Agreement.
IN WITNESS WHEREOF, the undersigned have caused these Articles of Organization to be executed this ……………. Day of ………………………. 2014
__________________________________ ____________________ ABC PETROLEUM LLC DATE
AN ALABAMA CORPORATION
BY: John Smith
ITS: Managing Member
This instrument prepared by:
John Smith
123 Main Street
Mobile, Al 36601
EXHIBIT A
MEMBERS INTIAL CONTRIBUTION INTEREST
John Smith Future Services Rendered 100%
123 Main Street
Mobile, Al 36601
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