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L3C Operating Agreement — Legal Template

Purpose: Legal structure, fiduciary authority, enforceability
Audience: Counsel, banks, auditors, funders

I. Formation & Purpose

Name and legal formation of the L3C
Mission-locked purpose and public benefit intent
Relationship to affiliated entities (including DAO, if applicable)

II. Members & Governance

Members or Managers of the L3C
Voting rights and reserved powers
Board or Manager authority (if applicable)

III. Capital & Assets

Capitalization and asset ownership
Restrictions on use of assets
Distribution and reinvestment constraints consistent with L3C status

IV. Officers & Management

Appointment of officers
Director of Finance & Investments (role, authority, and limits)
Delegation of execution authority

V. Authority of the Director of Finance & Investments

Financial management and treasury authority
Capital strategy and investment execution
External financial and institutional interfaces
Reporting and accountability obligations

VI. Limitations & Reserved Powers

Matters reserved to Members or Board
Prohibited actions without approval
Mission-lock enforcement

VII. Compliance & Reporting

Accounting standards
Audits and disclosures
Regulatory and tax compliance

VIII. Relationship to DAO Governance (Reference Only)

Recognition of DAO resolutions as non-binding inputs
Conditions under which DAO decisions may inform execution

IX. Amendments & Dissolution

Amendment procedures
Dissolution and asset disposition
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