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FREE TEMPLATE / CORPORATE AND GENERAL BUSINESS

LLC Operating Agreement (Two Members)

An operating agreement for a US limited liability company with two members who manage it together. The second member signs first, then you sign as the first member.

For the United States.

The PDF is free to download. Centilio Sign is free to start.

First page of the LLC Operating Agreement (Two Members) template
PDF, 3 pages, 18 KB
THE DOCUMENT

What it covers

The template has 12 parts.

  1. Formation and purpose
  2. Contributions and ownership
  3. Profits, losses and distributions
  4. Management and decisions
  5. Duties and conflicts
  6. Books and records
  7. Tax treatment
  8. Transfers and new members
  9. Death or withdrawal
  10. Dissolution and winding up
  11. Liability and indemnity
  12. General
BEFORE YOU START

What you will be asked

Have these details ready. The template needs them before anyone signs.

  • In which state was the LLC formed?
  • On what date was the LLC formed?
  • What is the address of the LLC's main office?
  • What are you contributing to the LLC?
  • What percentage of the LLC do you own?
  • What is the other member contributing?
  • What percentage does the other member own?
THE PEOPLE

Who signs

Everyone the template names, and what each one does.

  • Second memberSigns
  • First memberSignsSends it
THE RIGHT TEMPLATE

Where it fits

For an LLC with exactly two members who manage it themselves. Use the partnership agreement for a business that is not an LLC, and get a custom agreement for more members, outside managers or investors.

A CAREFUL CHECK

Before you rely on it

Original Centilio wording, not legal advice. LLC law differs by state, including default rules, filing names and tax elections, so have a lawyer in the state of formation check it before you approve it. This version covers exactly two members who manage the LLC themselves, so use a different agreement for more members, outside managers or special voting rights.