# Operating Agreement

> Download our Operating Agreement template or generate a bespoke version tailored to your needs. Fast, editable, and fully compliant with US law.

**Document type:** Operating Agreement  
**Category:** Agreements & Contracts  
**Jurisdiction:** the USA  
**Governing law:** United States  
**Last updated:** 2026-06-17

## What is an Operating Agreement?

An Operating Agreement spells out how an LLC will run its business, including who owns what, how decisions get made, and what happens if someone wants to leave. Think of it as your company's rulebook - it protects owners and keeps everyone on the same page about their rights and responsibilities.

While most states don't legally require LLCs to have one, skipping this agreement can leave your business vulnerable to conflicts and state-imposed default rules. A solid Operating Agreement covers profit sharing, management duties, voting rights, and transfer of ownership - basically everything you need to run your business smoothly and avoid disputes down the road.

## When should you use an Operating Agreement?

Create an Operating Agreement right when you form your LLC - not months or years later when problems arise. This foundational document becomes essential as soon as you have multiple owners, plan to seek outside investment, or need to clarify how your business will handle important decisions.

Having this agreement in place becomes particularly crucial before major business changes like bringing on new members, taking out loans, or expanding operations. It also provides vital protection if an owner becomes disabled, dies, or wants to sell their share. The sooner you establish these rules, the better positioned you'll be to handle future challenges smoothly.

## What are the different types of Operating Agreement?

- **Limited Liability Company Operating Agreement**: Standard multi-member LLC agreement covering ownership, management, and profit sharing
- **Single Owner LLC Operating Agreement**: Simplified version for solo entrepreneurs, focusing on personal asset protection
- **Operating Agreement For Member Managed Limited Liability Company**: Specific to LLCs where owners handle daily operations
- **Sole Proprietorship Operating Agreement**: Basic framework for single-owner businesses without LLC structure
- **Joint Operating Agreement**: Governs partnerships between multiple companies sharing business operations

## Who should typically use an Operating Agreement?

- **LLC Members/Owners**: Primary stakeholders who create, sign, and are bound by the Operating Agreement's terms regarding ownership, profit sharing, and voting rights
- **Business Attorneys**: Draft and review agreements to ensure legal compliance and protect client interests
- **Company Managers**: Follow and implement the agreement's management structure and operational guidelines
- **Potential Investors**: Review agreements to understand company structure and governance before investing
- **Banks and Lenders**: Often require Operating Agreements when considering business loans or establishing accounts
- **State Agencies**: May review agreements during audits or legal disputes to verify compliance with state laws

## How do you write an Operating Agreement?

- **Basic Business Info**: Gather LLC name, address, registered agent details, and formation date
- **Ownership Structure**: List all members' names, capital contributions, and ownership percentages
- **Management Details**: Decide between member-managed or manager-managed structure
- **Financial Decisions**: Plan profit distribution methods, tax allocation, and banking arrangements
- **Voting Rights**: Define voting powers and what decisions require member approval
- **Exit Strategy**: Outline procedures for member withdrawal, transfer of interests, or dissolution
- **Document Review**: Use our platform to generate a customized agreement that includes all required elements for your state

## What should be included in an Operating Agreement?

- **Company Information**: Full legal name, principal address, registered agent, and formation date
- **Membership Details**: Names, capital contributions, ownership percentages, and voting rights
- **Management Structure**: Operating procedures, decision-making authority, and meeting requirements
- **Financial Provisions**: Profit/loss allocation, tax treatment, and distribution methods
- **Transfer Restrictions**: Rules for selling ownership interests and admitting new members
- **Dissolution Terms**: Procedures for winding down the business and distributing assets
- **Amendment Process**: Methods for modifying the agreement with member approval
- **Governing Law**: State jurisdiction and dispute resolution procedures

## What's the difference between an Operating Agreement and a Business Acquisition Agreement?

An Operating Agreement differs significantly from a [Business Acquisition Agreement](https://www.genieai.co/en-us/template-type/business-acquisition-agreement). While both are crucial business documents, they serve distinct purposes and are used at different stages of business operations.

- **Primary Purpose**: Operating Agreements govern ongoing internal business operations and relationships between LLC members, while Business Acquisition Agreements handle one-time purchases of existing businesses
- **Timing of Use**: Operating Agreements start with company formation and continue throughout its life; Acquisition Agreements are transaction-specific documents used only during business purchases
- **Content Focus**: Operating Agreements detail management structure, profit sharing, and daily operations; Acquisition Agreements cover purchase price, assets included, and transfer terms
- **Parties Involved**: Operating Agreements bind LLC members internally; Acquisition Agreements involve separate buyer and seller entities
- **Duration**: Operating Agreements remain active throughout the company's existence; Acquisition Agreements typically conclude once the sale closes

## Templates in this category

- [50 50 LLC Operating Agreement](https://www.genieai.co/en-us/template/50-50-llc-operating-agreement)
- [50 50 Operating Agreement](https://www.genieai.co/en-us/template/50-50-operating-agreement)
- [Aircraft LLC Operating Agreement](https://www.genieai.co/en-us/template/aircraft-llc-operating-agreement)
- [Aircraft Operating Agreement](https://www.genieai.co/en-us/template/aircraft-operating-agreement)
- [Aircraft Operating Lease Agreement](https://www.genieai.co/en-us/template/aircraft-operating-lease-agreement)
- [Amended Operating Agreement LLC](https://www.genieai.co/en-us/template/amended-operating-agreement-llc)
- [Annual Operating Agreement](https://www.genieai.co/en-us/template/annual-operating-agreement)
- [Articles Of Organisation Operating Agreement](https://www.genieai.co/en-us/template/articles-of-organisation-operating-agreement)
- [Bylaws And Operating Agreement](https://www.genieai.co/en-us/template/bylaws-and-operating-agreement)
- [Bylaws Operating Agreement](https://www.genieai.co/en-us/template/bylaws-operating-agreement)
- [C Corp Operating Agreement](https://www.genieai.co/en-us/template/c-corp-operating-agreement)
- [Construction LLC Operating Agreement](https://www.genieai.co/en-us/template/construction-llc-operating-agreement)
- [Contractor Operating Agreement](https://www.genieai.co/en-us/template/contractor-operating-agreement)
- [Custom Operating Agreement](https://www.genieai.co/en-us/template/custom-operating-agreement)
- [Family LLC Operating Agreement](https://www.genieai.co/en-us/template/family-llc-operating-agreement)
- [Farm LLC Operating Agreement](https://www.genieai.co/en-us/template/farm-llc-operating-agreement)
- [Franchise Operating Agreement](https://www.genieai.co/en-us/template/franchise-operating-agreement)
- [General Partnership Operating Agreement](https://www.genieai.co/en-us/template/general-partnership-operating-agreement)
- [Guaranteed Payments LLC Operating Agreement](https://www.genieai.co/en-us/template/guaranteed-payments-llc-operating-agreement)
- [Hedge Fund LLC Operating Agreement](https://www.genieai.co/en-us/template/hedge-fund-llc-operating-agreement)
- [Holding Company Operating Agreement](https://www.genieai.co/en-us/template/holding-company-operating-agreement)
- [Independent Contractor Operating Agreement](https://www.genieai.co/en-us/template/independent-contractor-operating-agreement)
- [Investment Fund Operating Agreement](https://www.genieai.co/en-us/template/investment-fund-operating-agreement)
- [Joint Operating Agreement](https://www.genieai.co/en-us/template/joint-operating-agreement)
- [Joint Operation Agreement](https://www.genieai.co/en-us/template/joint-operation-agreement)
- [Joint Operation Contract](https://www.genieai.co/en-us/template/joint-operation-contract)
- [Limited Company Agreement](https://www.genieai.co/en-us/template/limited-company-agreement)
- [Limited Liability Agreement](https://www.genieai.co/en-us/template/limited-liability-agreement)
- [Limited Liability Company Contract](https://www.genieai.co/en-us/template/limited-liability-company-contract)
- [Limited Liability Company LLC Operating Agreement](https://www.genieai.co/en-us/template/limited-liability-company-llc-operating-agreement)
- [Limited Liability Company Operating Agreement](https://www.genieai.co/en-us/template/limited-liability-company-operating-agreement)
- [Limited Liability Company Operating Agreement Single Member](https://www.genieai.co/en-us/template/limited-liability-company-operating-agreement-single-member)
- [Limited Liability Operating Agreement](https://www.genieai.co/en-us/template/limited-liability-operating-agreement)
- [Limited Partnership Operating Agreement](https://www.genieai.co/en-us/template/limited-partnership-operating-agreement)
- [LLC Buyout Agreement](https://www.genieai.co/en-us/template/llc-buyout-agreement)
- [LLC Bylaws](https://www.genieai.co/en-us/template/llc-bylaws)
- [LLC Holding Company Operating Agreement](https://www.genieai.co/en-us/template/llc-holding-company-operating-agreement)
- [LLC Member Control Agreement](https://www.genieai.co/en-us/template/llc-member-control-agreement)
- [LLC Membership Admission Agreement](https://www.genieai.co/en-us/template/llc-membership-admission-agreement)
- [LLC Operating Agreement Bank Account](https://www.genieai.co/en-us/template/llc-operating-agreement-bank-account)
- [LLC Operating Agreement For Shared Vacation Home](https://www.genieai.co/en-us/template/llc-operating-agreement-for-shared-vacation-home)
- [LLC Ownership Percentage Agreement](https://www.genieai.co/en-us/template/llc-ownership-percentage-agreement)
- [LLC Profit Interest Agreement](https://www.genieai.co/en-us/template/llc-profit-interest-agreement)
- [Llp Operating Agreement](https://www.genieai.co/en-us/template/llp-operating-agreement)
- [Management Agreement Between Two Companies](https://www.genieai.co/en-us/template/management-agreement-between-two-companies)
- [Manager Managed LLC Operating Agreement](https://www.genieai.co/en-us/template/manager-managed-llc-operating-agreement)
- [Member Managed LLC Operating Agreement](https://www.genieai.co/en-us/template/member-managed-llc-operating-agreement)
- [Member Managed Operating Agreement](https://www.genieai.co/en-us/template/member-managed-operating-agreement)
- [Members Agreement For LLC](https://www.genieai.co/en-us/template/members-agreement-for-llc)
- [Multi Member LLC Agreement](https://www.genieai.co/en-us/template/multi-member-llc-agreement)
- [Multi Member LLC Operating Agreement](https://www.genieai.co/en-us/template/multi-member-llc-operating-agreement)
- [Multi Member Managed LLC Operating Agreement](https://www.genieai.co/en-us/template/multi-member-managed-llc-operating-agreement)
- [Non Profit Operating Agreement](https://www.genieai.co/en-us/template/non-profit-operating-agreement)
- [Nonprofit LLC Operating Agreement](https://www.genieai.co/en-us/template/nonprofit-llc-operating-agreement)
- [Operating Agreement Between Partners](https://www.genieai.co/en-us/template/operating-agreement-between-partners)
- [Operating Agreement For Corporation](https://www.genieai.co/en-us/template/operating-agreement-for-corporation)
- [Operating Agreement For Incorporation](https://www.genieai.co/en-us/template/operating-agreement-for-incorporation)
- [Operating Agreement For Member Managed Limited Liability Company](https://www.genieai.co/en-us/template/operating-agreement-for-member-managed-limited-liability-company)
- [Operating Agreement For Non Profit Corporation](https://www.genieai.co/en-us/template/operating-agreement-for-non-profit-corporation)
- [Operating Agreement For Single Member LLC](https://www.genieai.co/en-us/template/operating-agreement-for-single-member-llc)

Showing 60 of 81. Full list: [https://www.genieai.co/en-us/template-type/operating-agreement](https://www.genieai.co/en-us/template-type/operating-agreement)

---

This is the Markdown representation of [https://www.genieai.co/en-us/template-type/operating-agreement](https://www.genieai.co/en-us/template-type/operating-agreement), provided for AI agents and crawlers. The HTML page is canonical. See [/llms.txt](https://www.genieai.co/llms.txt) for the full content map.