LLC Operating Agreement & Managing Member Responsibilities

Seekergal

I am forming an LLC, which will be a division of an already existing corporation.  I have no idea how to go about doing the following without hiring an attorney and haven`t been able to find resources on the web to assist me. 
Any advice you could give would be very much appreciated.  If anyone is willing to share there operating agreement with me (with confidential info. deleted), I would be very grateful.
In creating an operating agreement between the parties, I wish to define the specific roles, responsibilities and duties of the three partners so all of our business bases are covered, and there is total clarity about who is responsible for what.
In addition, the operating agreement should define the financial and management structure of the business, document profit-sharing and decision-making protocols, the members` percentage interest in the LLC, rights and responsibilities, how profits and losses will be allocated, how the LLC will be managed, rules for holding meetings and taking votes, buy-sell provisions, percentages of ownership, and distributive shares.
Thanks very much for your consideration!

dishmaven

Hi as an attorney, I can tell you that for something as important as an operating agreement, I would caution you as to the utter importance of using an attorney for something like that, and a great attorney at that - doing it without the proper assistance is like saying you`ll self-insure your business in the event of catastrophe, without realizing the full implications of it.  The right terms in an operating agreement can literally make or break a business.
And if you really need one, I might be able to help find you someone - let me know.
Good luck and best wishes, Diane Rosenberg, Bergen Tableware

infinique

I would say that talking to your attorney in your state is the wisest thing to do.