WFO clarity
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@@ -543,7 +543,7 @@ Series may not
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- Cannot override Company service provider requirements
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- Cannot override Company service provider requirements
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- Subject to Company Committee oversight for overall compliance
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- Subject to Company Committee oversight for overall compliance
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### Section 4.6 - Permamently Established Series
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### Section 4.6.0 - Permamently Established Series
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The following series are hereby established as permanent series LLC of the Company. They all adopt and operate under this operating agreement until such time as they adopt their own.
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The following series are hereby established as permanent series LLC of the Company. They all adopt and operate under this operating agreement until such time as they adopt their own.
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@@ -581,32 +581,44 @@ The following series are hereby established as permanent series LLC of the Compa
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- General Series Restrictions
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- General Series Restrictions
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The following5 restrictions apply to all series established under Section 4.6.1 and 4.6.2 :
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The following restrictions apply to all series established under Section 4.6.0 :
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* Those series may not be dissolved
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* Those series may not be dissolved
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* No additional members may be added to those series
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* No additional members may be added to those series
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* No members may be removed from those series
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* No members may be removed from those series
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- Cell Series Governance
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#### Section 4.6.3.1 - Wyble Family Office Group (Cell) (series) LLC (aka WFO Group)
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* Wyble Family Office Group (series) LLC and Redwood Family Office Group (series) LLC shall:
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WFO Group and it’s subsidiary series is the private, multi family, multi state, multi generational family office LLC of the Company founders (Charles Wyble and Patti Wyble) and shall have no voting rights in the Company or its series. Voting rights in Company operational series will be held directly by Charles Wyble and/or Patti Wyble.
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* Operate independently of the TSYS Group Board governance
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WFO Group (and/or the relevant series of WFO Group) will only hold Class B Profit Interests in various Company series. This is to ensure WFO remains funded from proceeds of various Company series it’s a member of and is able to carry out its various missions (charity work, supporting foundations etc) without disruption long after Charles Wyble and Patti Wyble have passed away. It ensures a clean separation of concerns between the family wealth/personal affairs of the founders and the operations and management of the Company and its series.
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WFO Group and it’s relevant subsidiaries permanently and irrevocably delegates control of the Company and the permanent Company series it’s the sole member of (KNEL/TheCampus/RWSCP/REDWFO and/or subsidiaries thereof) to the Company Board/committees, and the Company COO.
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* Maintain their own governance structures
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WFO Group and WFO Group Management Company delegates their operational authority to :
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* Have full authority to establish and govern their subsidiary series
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- Charles Wyble and Patti Wyble
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- the Charles Wyble And Patti Wyble Living Trust
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- the WFO Group Board (which shall consist of Charles Wyble and Patti Wyble as founding members)
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WFO Group and all of it’s subsidiaries shall:
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- Operate independently of the Company Board and its committees. WFO Group will have its own Cell Board with full authority over WFO Group funds.
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- Maintain its own governance structure.
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- Have full authority to establish and govern its subsidiary series without needing the Company Board to approve.
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- Not be subject to Company Committee oversight.
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#### Section 4.6.3.2 - Redwood Family Office Group (Cell) (series) LLC (aka REDWFO)
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* Not be subject to Company Committee oversight
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#### 4.6.4 - Operating Series Governance
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#### 4.6.4 - Operating Series Governance
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* Known Element Enterprises (series) LLC and The Campus Trading Company (series) LLC shall:
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* Known Element Enterprises (series) LLC and The Campus Trading Company (series) LLC shall:
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* Be subject to Company Committee oversight
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* Be subject to Board oversight
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* Establish their own operating agreements as soon as is practical (by April 15th 2025)
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* Be subject to Company Committee and any other relevant Board committee oversight
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* Establish their own operating agreements as soon as is practical
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#### 4.6.5 - Cost-Only Operation Requirements
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#### 4.6.5 - Cost-Only Operation Requirements
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