A Member of a Virginia LLC is an owner of the LLC. The Members own all the equity interests in a Virginia LLC. A Member to an LLC is like a shareholder of a corporation. The specific rights of a Member are typically outlined in the LLC Operating Agreement for the Virginia LLC.

Generally, a Member of a Virginia limited liability company (LLC) has three types of rights in a Virginia LLC: economic rights, taxation rights and governance rights. Economic rights give members the rights to receive profit distributions in the event the Virginia LLC makes a profit and decides to ditribute to the owners. Taxation rights are the rights to be allocated taxable items such as income, dedutions, gains and losses generated by the Virginia LLC (these rights only apply if the Virginia LLC is taxed under a pass through taxation structure). Governance rights are the rights to manage and control the business of the Virginia LLC. When there is more than one Member, the Members need to decide how these rights will be divided up between all the Members. The Virginia LLC laws also allow for the Members to decide exactly what rights the Members will have. This is usually done in the LLC Operating Agreement of a Virginia LLC.

The Virginia LLC laws allow any person or entity to be a member of a Virginia LLC. LLC Members can be people, legal entities (such as corporations, partnerships or other LLCs), trusts, and associations. The Virgina LLC laws do not require Members to be residents of Virginia or even residents of the US so foreign persons and entities can be members. Please note that the type of Members may be restricted if a Virginia LLC wants to be taxed as an S corporation.

In order to become a Member of a Virginia limited liability company (LLC), either the Virginia LLC itself has to issue an LLC membership interest to a person or entity or such person or entity can acquire an existing LLC membership interest from another Member of the Virginia LLC. LLC Membership Interests are typically issued with an LLC Membership Issuance Agreement signed by the person to become a Member and the Virginia LLC. The LLC Operating Agreement can also be used to evidence an issuance to initial members of an LLC. In order for someone to become a member of a Virginia LLC, the LLC Operating Agreement usually requires that certain approvals be obtained from existing LLC Members and that the new Member agree to be bound by the LLC Operating Agreement of the Virginia LLC. However, these requirements can vary and may be structured however the initial Members decide. If you purchase our customized operating agreement add-on service, we will take care of ensuring that the LLC Operating Agreement for your Virginia LLC properly issues the LLC Membership interests to the initial members of the Virignia LLC.