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==Form Elements==
* Proposed Name of company
* Proposed Purpose of company
* Version of operating agreement
* Founder(s) name and address
* Confirm choice to establish company for 50 year term
* Confirm choice of member managed form of LLC
* Confirm election of treatment as C corporation for tax purposes
* Confirm payment mechanism for filing/formation fee
* Confirm choice re existence of founder agreement
* Confirm choice of Gravel and Shea as agent for service of process
* Confirm choice of VCDR as provider of online dispute resolution 
* Confirm request to open bank account in company name (and identify bank liason to act as agent of virtual company with initial access to the account)

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The following is a memo from Peter Erly of Gravel and Shea -- setting forth questions to which he would need answers before making an initial filing with the Secretary of State:

The following questions need to be answered in connection with the organization of a Vermont virtual limited liability company:

	1.	What is the name of the new LLC?  

		If the LLC is to be organized on an expedited basis (next business day), it would be best to organize the company under a “place holder” name that we can provide to make sure the LLC is organized without any delay for name review with later amendment to reflect the chosen name.

	2.	Who will be the agent for service of process in Vermont?  

		Gravel and Shea, 76 St. Paul Street, Burlington, Vermont can be used as registered agent.  

	3.	What is the address of an initial designated office in Vermont?  

		The designated office does not need to be a place of business.  LLC’s can use Gravel and Shea, 76 St. Paul Street, Burlington, VT 05482 as the initial designated office if that firm will also serve as registered agent.  

	4.	Should the company be a so-called “term” limited liability company or an at-will limited liability company?  If it is a term LLC, what is the duration of its term?  

		We generally recommend that the company be organized as a “term” limited liability company with a term of 50 years.  Doing so helps to prevent an inadvertent termination of the LLC prior to the expiration of its term.  (The LLC can always be terminated sooner than the end of the term with the consent of its members).  

	5.	Should the company is be manager-managed, or member-managed?  (If it is manager-managed, the name and address of the initial manager is required).

		We recommend that virtual LLC’s be organized as member-managed entities, and thus avoid the need to disclose an initial manager.  

Peter S. Erly
Gravel and Shea
76 St. Paul Street, 7th Floor
P. O. Box 369
Burlington, VT  05402-0369
802-658-0220 (phone)
802-658-1456 (fax)
perly@gravelshea.com
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