Delaware LLC Operating Agreement
The Delaware LLC Operating Agreement is the core document that is referred to when issues
concerning a Delaware limited liability company (“LLC”)
need to be resolved.
The LLC
Operating Agreement is the most important document for your Delaware LLC.
In the case of a single member LLC, without the formality
of an LLC Operating Agreement, the LLC can closely resemble
a sole proprietorship, which does not limit your personal
liability for business debts of the LLC.
With respect to a multi-member LLC, the LLC Operating Agreement reflects the agreement among the members with
respect to the affairs and management of the LLC and governs
the relationship amongst the members of the LLC. By having
an LLC Operating Agreement, the members will be provided
with a clear set of rules that all members have agreed upon
greatly reducing the likelihood of disagreement between
them in the future. A LLC Operating Agreement will also
greatly reduce financial and management misunderstandings,
and make sure your business is governed by your own rules
-- not default rules created by the state of Delaware.
Need a LLC Operating Agreement for your Delaware LLC?
www.myLLCagreement.com
will generate a customized LLC Operating Agreement for your
Delaware LLC in a matter of minutes.
Whether your LLC
will have one or more members, will be managed by its members
or by elected managers, or will be granting one or more
members an interest in the LLC for the performance of services,
myLLCagreement.com will generate a customized LLC operating
agreement tailored to the needs of your business.
If you don’t want
to spend thousands of dollars on a lawyer and don’t trust
outdated internet forms, then let myLLCareement.com help
you create a customized LLC operating agreement for your
Delaware LLC.
The LLC operating
agreement does not have to be filed with any state agency.
All states, including the state of Delaware will enforce
valid operating agreements entered into among LLC members.
The operating agreement will only be enforced against the
persons who are parties to the agreement. Therefore, it
is extremely important that all members of an LLC sign the
operating agreement.
Your Delaware
Limited Liability Company
In
general, the state of Delaware is the most commonly selected
state for LLC formation largely because it has favorable
LLC laws and has a considerable amount of case law regarding
LLCs.
LLC Filing Office
Department
of State
Division of Corporations
P.O. Box 898
Dover, DE 19903
Tel: 302-739-3073
http://www.corp.delaware.gov/default.shtml
Check Name Availability
Entity or Franchise
Level Tax
Delaware
does not require partnerships, LLCs taxable as partnerships,
or disregarded single-member LLCs to pay a general net worth
tax or a tax based on net income.
State LLC Act
The
Delaware LLC Act is contained in Title 6, Chapter 18 of
the Delaware Statutes
The
Delaware LLC Act
Important Statutory Rules
LLC Management
An
LLC is managed by its members unless the Articles of Organization
states that the LLC is to be managed by one or more managers.
Admission of Members
Unless
the Operating Agreement states otherwise, new membership
must be issued with the written consent of all members.
Amending the Operating Agreement
No
statutory requirements exist for amending the Operating
Agreement. The members may set their own rules for amending
the LLC Operating Agreement,
Manager as Agent
The
Delaware LLC Act states that unless otherwise provided in
the Operating Agreement, both members and managers are agents
of the LLC and both have the authority to bind the LLC.
Dissolution of the LLC
Unless
otherwise provided in the Operating Agreement, a vote to
dissolve the LLC must be approved by members who own more
than two-thirds of the current economic interests in the
LLC. Though, within
90 days after the termination of a member, remaining members
who own more than 50% of the current economic interests
in the LLC can approve the dissolution of the LLC.
Assignment
The
Operating Agreement can prohibit a member from assigning
her membership interest prior to dissolution.
RECEIVE A CUSTOMIZED DELAWARE LLC OPERATING
AGREEMENT IN MINUTES
HELPING THOUSANDS OF DELAWARE LLCS EACH YEAR
