Free limited liability company operating agreement template

You can also see Purchase Agreement Template. It is available in PDF format free for download and customization. We have it ready for download in PDF file format and is free for use. This kind of agreement can be created from our operating agreement template that can be downloaded in the available PDF file format.

It can be downloaded and customized as desired to conform to the company requirements. How about a manager-managed California LLC? Check out our state-specific operating agreement pages to see what templates are available. Our LLC operating agreement is not only free but also painstakingly written in a language that you can actually understand. Or paragraphs rehashing information already in state statutes. The laws of your state remain the same no matter what you write in your operating agreement.

So with that in mind, we edited our LLC operating agreement down to the bare essentials. You could read it to your friends or family, and they would understand it. Our business formation also includes registered agent service , lifetime customer support, and useful tools and resources to help you maintain your LLC.

Or, get started fast and sign up for our LLC formation service now! Our free LLC operating agreement template covers the crucial parts of an operating agreement:. Notes where key business information such as member info and principal office address can be found. These contributions are money or other assets that are exchanged for ownership interest. In this section, you enter the total value of these contributions. This article also notes that members are not obligated to contribute more later on.

This article explains that profits and losses are determined annually and allocated to members in proportion to their percentage of ownership interest. After expenses and liabilities are paid, distributions can be made at any time. If the company or membership interest is liquidated, distributions follow Treasury Regulations. So how are decisions made? This section explains that members vote on managers, and that one manager will be elected as Chief Executive Manager.

The CEM manages operations and carries out the decisions of the managers. This article assigns responsibilities to managers, including making decisions, executing contracts and agreements, keeping records, and responding to member requests for information.

If members manage your LLC, you can still use this form with minor modifications—or better yet, check out our free multi-member LLC operating agreement. Similarly, members and managers acting in good faith for the LLC are indemnified from resulting lawsuits or other actions—meaning losses from expenses or judgments are covered by the company.

There are situations where the LLC may owe members or managers for services or expenses. Article V of the LLC operating agreement notes that managers are entitled to compensation for their services. Members or managers must be reimbursed for LLC expenses paid out-of-pocket. Article VI explains how books are kept. It will also address the salary of any member or officer within the company. The compensation section may outline how voting will occur to determine these issues, as well.

This section outlines how and when the LLC will cease to operate. It outlines who decides to dissolve the LLC, voting rights, and any automatic dissolution conditions like death or bankruptcy.

It will also detail the specific procedures for liquidation of company assets, payment of obligations, and full accounting related to winding up the business. A well-drafted form agreement then outlines how remaining liabilities or assets are to be distributed to members of the LLC.

Company dissolution and liquidation is often a contentious time for a company. With clearly listed details in this section, you can seek to avoid any legal disputes on how the company should be dissolved. Indemnification provisions protect individual members from liability in several circumstances.

It holds that the individual member should not be responsible for damages related to good faith actions on behalf of the company. These provisions also require the company to indemnify the individual member if they should sustain any expense or injury on behalf of the company, absent fraud, gross negligence, or willful or wanton misconduct. Indemnification sections also typically include insurance information.

This section permits the LLC to purchase and maintain insurance for the company, its members, employees, and property. These secrets often represent a substantial value to the company and require protection. This section will outline how this information is to be protected, by whom, and possible penalties for a breach.

It can also set forth confidentiality exceptions for situations that require disclosure. Topics included are membership rights, allocation of profits and losses, what to do with salaries and expenses, and others. With this free sample LLC Operating Agreement, you can build your own operating agreement by filling in the blank sections. The purpose of an LLC is to protect the individual members from liability by protecting their individual assets. If the LLC would be sued, the individual members and their personal assets should not be directly liable.

An LLC also combines the formation benefits of a corporation and the tax benefits of a sole proprietorship. Using a template form builder , you can put together an LLC Operating Agreement to quickly create a binding legal document. After you have created your form agreement, it may be best to have an attorney review the finished product. This helps ensure it is enforceable in your particular state. Members must sign the agreement to be bound to it.

The Articles of Organization are a separate but important part of forming the LLC with the state — making it a recognized legal entity. There are some overlaps between the two documents, but they have different uses.