How to Write an Operating Agreement for an LLC

Well- you and your wife of 25 years have decided to start a business. The name of your business is Hats Galore. Both of you have decided, in order to protect your personal assets, that you want your business structure to be a limited liability company (LLC). Consequently, you and your wife have to write an operating agreement for an LLC. Below are the steps to writing an operating agreement for an LLC.

Instructions

1. 

   First - you need a heading. The heading will list information which includes your state and name of your business. For example, if you live in Virginia, a sample heading would be:

   COMMONWEALTH OF VIRGINIA
   STATE CORPORATION COMMISSION

   VIRGINIA LIMITED LIABILITY COMPANY
   Operating Agreement
   For
   Hats Galore

2. 

   Second - you need an introduction. A sample introduction could be:

   THIS LIMITED LIABILITY COMPANY AGREEMENT (the Agreement) is made and entered into on July 8, 2009 by Jim & Susan Quebec, Husband & Wife. These individuals shall be known as and referred to as "Members" and individually as a "Member."

   As of the above date the Members, have formed the Hats Galore, Limited Liability Company named above under the laws of the Commonwealth of Virginia. Accordingly, in consideration of the conditions contained herein, they agree as follows:

3. 

   Third, you need to write your articles. The first half of your articles could include company formation, registered office and agent, and ownership. For example, you could have:

   ARTICLE I

   Company Formation and Registered Agent

   1.1 FORMATION. The Members hereby form a Limited Liability Company ("Company") subject to the provisions of the Limited Liability Company Act as currently in effect as of this date. A Certificate of Formation is filed with the Secretary of State.

   1.2 NAME. The name of the Company shall be: Hats Galore.

   1.3 REGISTERED OFFICE AND AGENT. The location of the registered office
   of the Company shall be: 1453 Indian River Rd.
   Virginia Beach, VA 23464

   1.4 OWNERSHIP.

   1. Ownership in Hats Galore will be expressed in percentage.

   2. Hats Galore, LLC will be managed by the members.

   3. Hats Galore, LLC members are as follow:

   Jim Quebec
   Susan Quebec

   4. The ownership percentage of each member is as follows:

   Jim Quebec - 51%

   Susan Quebec - 49%

4. 

   Fourth- your other half of articles could include the term, business purpose, principal place of business, additional members, and records. For example, you could have:

   1.5 TERM. The Company shall continue for an unlimited length of time
   unless dissolved by Jim Quebec and Susan Quebec

   (a) Any other event causing dissolution of a Limited Liability
   Company under the laws of the Commonwealth of Virginia.

   1.6 BUSINESS PURPOSE. The purpose of the Company, as a manufacturer of
   hats, is to engage in any lawful act or activity for which a
   Limited Liability Company may be formed under the Limited Liability
   statutes of the Commonwealth of Virginia.

   1.7 PRINCIPAL PLACE OF BUSINESS. The location of the principal place
   of business of the Company shall be: 1453 Indian River Rd.
   Virginia Beach, VA 23464

   1.8 ADMISSION OF ADDITIONAL MEMBERS. Except as otherwise expressly
   provided in the Agreement, no additional members may be admitted
   to the Company without the prior unanimous written consent of both
   members.

   1.9 RECORDS. The Members should keep at its principal place of business
   the following:

   (a) a copy of the Certificate of Formation and the Company Operating
   Agreement and all amendments;

   (b) copies of the Company's federal, state and local income tax returns
   and reports, if any, for the three most recent years;

   (c) copies of any financial statements of the limited liability company
   for the three most recent years.

   Signed and Agreed this 8 day of July 2009

   Member: Jim Quebec Member: Susan Quebec
   Title: Managing Director Title: Managing Member
   Signature: ____________ Signature: __________

Tips & Warnings

• Prior to establishing your LLC and formulating an operating agreement, please consult with an attorney.