Free LLC Operating Agreement Generator
Make a free LLC operating agreement. Define the members, capital contributions, and profit split, then download your agreement. Everything runs in your browser.
Make a free LLC operating agreement. Define the members, capital contributions, and profit split, then download your agreement. Everything runs in your browser.
How the LLC Operating Agreement works
- Name the LLC and the state of formation.
- List each member and their capital contribution.
- Choose member-managed or manager-managed.
- State the business purpose, then download or print the agreement.
State notes
Rules for this document change from state to state. Choose your state in the form above, or read the short notes below for the states where this document is prepared most often.
California
California uses form REG 135 for vehicle bills of sale, signed by buyer and seller. A Los Angeles buyer submits it with the title to the DMV. A smog check usually accompanies the private sale.
Delaware
Delaware has no state sales tax, so the bill of sale mainly proves the transfer. A Wilmington seller records the VIN and mileage for the file. The buyer uses it at the DMV counter.
New York
New York uses form MV-912 for vehicle registration, and a notary is not mandatory. A Buffalo buyer submits the bill of sale with the title. The sale price supports tax.
Members and capital
List each member and what they contribute so ownership is clear. A written capital record prevents later arguments about who owns what percentage.
Management and voting
State whether the LLC is member-managed or manager-managed, and how major decisions are voted. Clear voting rules keep the company governable.
Profits, losses, and transfers
Allocate profits and losses by capital share unless the members agree otherwise. Add a transfer rule so a member cannot sell to a stranger without consent.
Common uses
A two-founder LLC
Two founders form an LLC with unequal capital and a member-managed structure, allocating profits by contribution.
Manager-managed investment
Passive members appoint a manager to run the company, with the manager reporting to the members each quarter.
A single-member LLC
One owner records the formation and purpose so the company records stay clean for banks and the state.
Important disclaimer
This is a free template for general informational use only. It is not legal advice, and it does not create an attorney-client relationship. Laws vary by state; have a licensed attorney in your state review any document before you sign it.
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Frequently Asked Questions
Do I need an operating agreement for an LLC?
Many states do not require one to form the LLC, but having it prevents disputes about ownership and profit splits.
What is member-managed versus manager-managed?
Member-managed means the owners run the company. Manager-managed means chosen managers run it on the members behalf.
How are profits split?
By default in proportion to capital, unless the agreement says otherwise in writing. State the split clearly.