OPERATING AGREEMENT CLAUSES

See what each member put in, and what more they can be asked for

The capital contributions article records what each member contributed to the LLC, in money, property or services, and whether members can be required to contribute more later. It also says what happens if a member does not fund a capital call: dilution, a loan from other members, or loss of rights. Ask Search+ about initial contributions, capital calls and the consequences, and read the cited article and schedule.

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Last updated October 2026

How to review capital contributions with Search+

  1. Upload the agreement and its member schedule

    Add the operating agreement with the schedule that lists contributions and percentages, plus any amendment recording later contributions.

  2. Ask about initial and additional contributions separately

    Ask what each member contributed at the start, then ask whether and how additional capital can be required. These are usually in different subsections.

  3. Ask about the consequences of not funding

    Ask what happens if a member does not meet a capital call, and how that affects their percentage. Open the citations to read the formula or procedure.

Questions about capital contributions

Initial capital

What did each member contribute when the LLC was formed, according to the schedule?

Capital calls

Can the managers require members to contribute more capital, and how much notice must they give?

Failure to fund

What happens to a member who does not meet a capital call?

Return of capital

Do members have any right to get their contributions back, and when?

Non-cash contributions

How are contributions of property or services valued?

What to look for in capital contribution terms

Required or voluntary

Some agreements allow capital calls that members must meet; others only invite voluntary contributions. The difference matters most when the business needs money.

Dilution formulas

Failure to fund often dilutes the non-funding member. Some agreements apply a penalty multiplier, so read the formula in the cited text.

Member loans instead of equity

Other members may be allowed to fund the shortfall as a loan with priority repayment. Check the terms of that loan.

Capital accounts

Contributions usually feed each member's capital account, which affects distributions on exit or dissolution. The accounting rules are often in a separate article.

Schedule and amendments together

Upload the schedule and any amendments to one workspace and ask across them; each part of the answer cites the document it came from.

Capital contribution wording and what to ask

Wording you may seeWhat it usually signalsA follow-up question
"as set forth on Schedule A"Contributions listed in a scheduleHas the schedule been updated since signing?
"Additional Capital Contributions"Capital callsWho decides a call, and how much notice is given?
"Non-Contributing Member"Consequences of not fundingHow is the dilution calculated?
"Member Loan"Others fund the shortfall as a loanWhat interest and repayment priority apply?
"no Member shall be entitled to the return of"No right to withdraw capitalAre there any exceptions?

What are capital contributions in an operating agreement?

Capital contributions are the money, property or services members give to an LLC in exchange for their interests, together with the agreement's rules on additional contributions and the consequences of not making them.

A member loan is money lent to the company and repaid with interest. A capital contribution is equity that increases the member's capital account and is not repaid on a schedule.

Questions about capital contributions

Can Search+ tell me how much each member contributed?
Ask about initial contributions and the answer cites the schedule or article that records them. Check the cited figures against your own records.
Will it explain what happens if I miss a capital call?
Ask about the consequences of not funding. The answer cites the provision, including any dilution formula or member loan terms.
Can it find who has the power to make a capital call?
Ask who may require additional contributions and with what approval. The cited text shows the decision rule.
Can it read amendments that recorded later contributions?
Yes. Upload them to the workspace and ask across all documents. Each one the answer uses is cited.
Is this legal or financial advice?
No. Search+ helps you find and read the contribution terms. It is not legal or financial advice, and decisions about funding the company are for you and your advisers.

Know what you owe the company, and what it owes you

Start a workspace, upload the operating agreement, and ask about capital contributions.

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