As we all know that a valid agreement helps the organization to run everything smoothly and easily by providing an action plan to avoid any future conflicts.
An operating agreement is a “must” for a limited liability company (LLC) because it helps the company to manage its internal operations effectively.
If you are interested in learning how to use operating agreement, when to use, and what to include, please continue reading the following.
What Is an Operating Agreement?
An operating agreement is a legal document describing the operational rules and regulations of an LLC. It is an internal written document agreed and signed among the members of the limited liability company.
This agreement is also known as Limited Liability Company Operating Agreement, LLC Partnership Agreement, and LLC Bylaws.
Though the party could create this agreement at any time, it is advisable for them to form this agreement at the time of the establishment of the LLC with the help of this agreement. It will help to take business decisions accurately and lawfully.
When Needs an Operating Agreement?
Under the following circumstances, the parties will need an operating agreement:
- Individuals aiming to get more control over their company's operation for a longer period shall opt for an operating agreement.
- Being a separate legal entity, the members shall form this agreement to protect the company’s limited liability status. However, without this agreement, a company is considered as a partnership or sole proprietorship for legal matters.
- If the company needs to open a business checking account, receive invested money, secure financing, or legal and tax help, an operating agreement is a required material for the bank, investors, and lenders.
- A written document is a safer way to manage the company’s internal management procedures and operations smoothly.
- If the company wants something else from the state laws, this agreement allows them to retain control over the company’s operations. A company can create its agreement through an operating agreement to avoid working on the state’s default LLC rules.
- Each owner owns an equal number of shares in the company even though their contribution to property, time, or money is different. So, if this is not the case in the company, the members need an operating agreement to clarify this term.
What Are the Benefits of Using an Operating Agreement?
There are three main reasons to create operating agreements:
To protect the limited liability title
The member of the company might need to incur personal liabilities for the business if there is no operating agreement. Without the document, the company shall be considered as sole proprietors or partnerships.
To strengthen members agreement
A written record of the agreement between the members of an LLC will be considered as valid proof. Moreover, with a verbal agreement, there are high chances of miscommunications and disagreements which could jeopardize the viability of a business.
So, this written document also helps to maintain long-term relationships among them.
To saves the company from default laws
In case of the absence of this agreement, the company needs to follow the default state LLC laws. This customized agreement will allow the company to govern how this agreement is handled.
However, you can refer to many available operating agreement templates to form an accurate and lawful agreement.
What Are Included in an Operating Agreement?
The following terms shall be included in an operating agreement:
- Duties And Responsibilities: From daily operations, conflict resolution solutions, the action is taken if a member needs to leave to the distribution of profits internally, it provides an outline for everything. Moreover, the duties of each member and their personal information are also included.
- Profits, Losses, And Distributions: The money earned and lost in the company shall be distributed as per the predetermined terms in the agreement.
- Liability: In the case of intentional wrongdoing, the individual members need to bear the following responsibility.
- Life Insurance: The company could get life insurance for its members to decrease the capital gain taxes at the time of death of a member when the member’s interest is sold.
- Voting Rights: The decisions shall be taken from a majority or unanimous consent from the members. The voting power could be equal or based on ownership in the company.
After finishing the operating agreement, the company doesn’t need to fill it with its subsequent state. Simply, provide a copy to each member of the LLC. In case of adding or losing a member, this document needs to review and consider updating.
To create a new agreement or to update a current one, you could definitely take a look at the free operating agreement templates from CocoSign.
CocoSign represents a wide collection of legal templates covering all types of leases, contracts and agreements for personal and commercial use. All legal templates available on CocoSign shall not be considered as attorney-client advice. Meanwhile, CocoSign shall not be responsible for the examination or evaluation of reviews, recommendations, services, etc. posted by parties other than CocoSign itself on its platform.