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APPLICATION PROFILE OF SBEE TO SBIE
SBEE PROFILE TEMPLATE
SBEE companies will have a common Articles of Organization which generally will follow the Vermont statute and will comply with the laws of the state of its domicile. Each SBEE will have a set of bylaws which also comply with the state laws and will generally mirror a template prepared for formation of SBEEs by competent attorneys. An attorney licensed in the state of the domicile will need to review all legal documents and make the final recommendations and perform the actual legal service for the SBEE.
Subject to the foregoing, the Articles of Organization of Social Benefit Investment Exchange of America, L3C LLC in the cloud are available for copy, review by a licensed attorney and used as a “starter” for the specific state laws. Likewise, subject to the foregoing, a proposed Organizational Agreement for MASA in the cloud can serve as a “starter” for specific state laws. Please copy this template and fill in the available spaces (MSWord or Open Office Writer) and update it as circumstances change for your SBEE. Submit the forms and attachments via email, followed by paper copies to: Social Benefit Investment Exchange of America, L3C LLC, 103 Methodist St., Cecilia, KY 42724 along with your initial fee of $100.00 to cover our due diligence costs, payable to Social Benefit Investment Exchange of America, L3C LLC. Thanks,
Full legal name:
State of domicile:
Date of formation:
Secretary of state number:
Address of principal office:
Name and address of Registered Agent
Attach copy of Articles of Organization
Attach copy of Agreement of Organization
Name, address, social security number of initial directors along with signed permission to run a credit check. SSN will be deleted from your submission to protect the sender’s privacy.
Name, address, social security number of the initial Manager Member, along with signed permission to run a credit check. SSN will be deleted from your submission to protect the sender’s privacy.
Name, address, phone number, email address and routing number of banks.
Name, address, phone number and email address of attorney of record for your SBEE.
Name, address, phone number and email address of Certified Public Accountant of record for your SBEE.
Name, address, phone numbers and email address of each member of your Council of Advisors.
Copies of resumes of all principal managers, directors, registered agent and members of the Council of Advisors.
All principals shall list all businesses in which they have had management responsibilities and/or ownership and a brief history of each such business.
All principals shall list all bankruptcy filings and a brief history of such proceedings.
List all major commercial or environmental lawsuits in which each principal was substantially involved as plaintiff or defendant and a brief history of such litigation. “Litigation” includes binding arbitration and administration proceedings involving potential sanctions.
On behalf of the SBEE set forth the program and budget it expects to follow in performing acts which are in support of its social benefit purpose.
A copy of your most current business plan.
Describe the type of investment instrument you intend to offer and the term sheet for such investment. Name the indicia of ownership and how normally is title registered.
Describe any insurance, reserves or guarantees which will be part of the offering.
If goods and services, describe the kinds, quality, number, amount and how valued. If other than commodities with readily available market price quotations, provide a copy of the appraisal upon which the value is determined. Provide a copy of all applicable warranties.
Provide a schedule and budget showing the application of the proceeds over time.
Provide a schedule and repayment budget of loans with interest (notes, bonds, preferred shares); if stock is to be redeemed, provide schedule and budget. Indicate sources of repayment funds.
If you have an Offering Memorandum or Prospectus, provide a copy.
If you have any filing with any securities agency, provide a copy.
Do not disclose trade secrets since all of the material submitted, except for SSN will be publish on the website.
All principals shall sign the submittal using forms similar to the Oxley Sarbaines corporate financial certifications.
Feel free to read all articles on our website and comment on them. Use the “Edit' button on the web page of if the document opens in a regular word processing file, use MSWord or, better yet, Open Office Writer.
Any questions? Please call me or write an email.
James E. Miller
Latest page update: made by jimmiller5417
, May 2 2010, 4:00 PM EDT
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