Operating Agreement (Delaware) (Member – Managed)
About This Document
This Operating Agreement defines the structure, rights, and obligations of the Members of a Member-Managed Limited Liability Company (LLC) formed under Delaware law.
It provides a framework for how the LLC operates, how profits and losses are shared, and how Members manage the company's day-to-day affairs directly.
Who Should Use This Template
Founders setting up a Delaware LLC where all Members actively participate in managing the business
Small businesses and partnerships that prefer equal control among all owners
Entrepreneurs operating without professional managers or external investors
Businesses wanting a simple, direct management structure fully controlled by Members
What the Template Includes
LLC formation details, including name, purpose, and principal place of business
Structure for Member management and voting rights
Capital contribution and ownership interest recording
Allocation of profits and losses based on ownership percentages
Rules for transferring membership interests
Procedures for Member meetings, voting, and decision-making
Clear dissolution and winding up steps
Requirements for maintaining books, records, and tax filings
Editable Word format for easy modification
Instructions for Completing the Template
Insert your LLC name and Effective Date in the opening section.
List all Members' names and their ownership percentages.
Specify the Registered Agent located in Delaware and the principal business address.
Define initial capital contributions for each Member and update as needed over time.
Set rules for annual meetings and special Member meetings (dates, notices, quorum).
Adjust voting rules if specific important decisions require supermajority or unanimous consent.
Clearly outline transfer limitations on Membership Interests to protect business continuity.
Ensure all Members sign and date the final document to make it legally binding.
Important Reminder
This document is provided as a template to assist with standard Delaware LLC organizational needs.
It does not constitute legal advice. You should consult a qualified attorney to ensure the Operating Agreement is customized to your specific ownership structure, governance preferences, and long-term business goals.
About This Document
This Operating Agreement defines the structure, rights, and obligations of the Members of a Member-Managed Limited Liability Company (LLC) formed under Delaware law.
It provides a framework for how the LLC operates, how profits and losses are shared, and how Members manage the company's day-to-day affairs directly.
Who Should Use This Template
Founders setting up a Delaware LLC where all Members actively participate in managing the business
Small businesses and partnerships that prefer equal control among all owners
Entrepreneurs operating without professional managers or external investors
Businesses wanting a simple, direct management structure fully controlled by Members
What the Template Includes
LLC formation details, including name, purpose, and principal place of business
Structure for Member management and voting rights
Capital contribution and ownership interest recording
Allocation of profits and losses based on ownership percentages
Rules for transferring membership interests
Procedures for Member meetings, voting, and decision-making
Clear dissolution and winding up steps
Requirements for maintaining books, records, and tax filings
Editable Word format for easy modification
Instructions for Completing the Template
Insert your LLC name and Effective Date in the opening section.
List all Members' names and their ownership percentages.
Specify the Registered Agent located in Delaware and the principal business address.
Define initial capital contributions for each Member and update as needed over time.
Set rules for annual meetings and special Member meetings (dates, notices, quorum).
Adjust voting rules if specific important decisions require supermajority or unanimous consent.
Clearly outline transfer limitations on Membership Interests to protect business continuity.
Ensure all Members sign and date the final document to make it legally binding.
Important Reminder
This document is provided as a template to assist with standard Delaware LLC organizational needs.
It does not constitute legal advice. You should consult a qualified attorney to ensure the Operating Agreement is customized to your specific ownership structure, governance preferences, and long-term business goals.
About This Document
This Operating Agreement defines the structure, rights, and obligations of the Members of a Member-Managed Limited Liability Company (LLC) formed under Delaware law.
It provides a framework for how the LLC operates, how profits and losses are shared, and how Members manage the company's day-to-day affairs directly.
Who Should Use This Template
Founders setting up a Delaware LLC where all Members actively participate in managing the business
Small businesses and partnerships that prefer equal control among all owners
Entrepreneurs operating without professional managers or external investors
Businesses wanting a simple, direct management structure fully controlled by Members
What the Template Includes
LLC formation details, including name, purpose, and principal place of business
Structure for Member management and voting rights
Capital contribution and ownership interest recording
Allocation of profits and losses based on ownership percentages
Rules for transferring membership interests
Procedures for Member meetings, voting, and decision-making
Clear dissolution and winding up steps
Requirements for maintaining books, records, and tax filings
Editable Word format for easy modification
Instructions for Completing the Template
Insert your LLC name and Effective Date in the opening section.
List all Members' names and their ownership percentages.
Specify the Registered Agent located in Delaware and the principal business address.
Define initial capital contributions for each Member and update as needed over time.
Set rules for annual meetings and special Member meetings (dates, notices, quorum).
Adjust voting rules if specific important decisions require supermajority or unanimous consent.
Clearly outline transfer limitations on Membership Interests to protect business continuity.
Ensure all Members sign and date the final document to make it legally binding.
Important Reminder
This document is provided as a template to assist with standard Delaware LLC organizational needs.
It does not constitute legal advice. You should consult a qualified attorney to ensure the Operating Agreement is customized to your specific ownership structure, governance preferences, and long-term business goals.
