Generate a real LLC Operating Agreement in about two minutes

Why this matters more than people think. An operating agreement is the document that says who owns what, who can sign what, and what happens when someone leaves. Most states do not require you to file one — which is exactly why so many LLCs skip it and then discover, during a bank account opening, an investor diligence, or a dispute, that state default rules now govern their company. Every bank we know of asks for it.

How the free generator decides what to put in your agreement

The output is not one template with your name pasted in. Three inputs change the substance of the document:

Single-member vs. multi-member

A single-member agreement gets a succession clause (what happens to the interest on death or incapacity) and a disregarded-entity tax classification. A multi-member agreement instead gets a right of first refusal on transfers, a permitted-transfer carve-out for trusts and family, a transferee-rights clause limiting a non-admitted transferee to economic rights only, partnership tax classification, and a designated Partnership Representative under IRC §6223. Those are not decorative differences — they are the clauses that get litigated.

Member-managed vs. manager-managed

Member-managed gives every member agency authority to bind the company in the ordinary course. Manager-managed concentrates that authority in a named manager and adds removal and succession mechanics. Choose manager-managed if you have passive investors; choose member-managed if everyone works in the business.

Ownership percentages and capital

Percentages drive the allocation clause, the distribution clause, and the voting thresholds. Capital contributions populate the capital-account provisions and the ledger. If your percentages do not sum to 100, fix that before you sign — mismatched cap tables are the most common defect we see.

What to do after you have the agreement

Sign the operating agreement and the organizational consent on the same date. Apply for the EIN at irs.gov — it is free, takes about ten minutes, and no third party needs to be involved. Take the signed agreement, the banking resolution and the EIN confirmation letter (CP 575) to the bank. Move the opening capital and record it in the ledger the same day. Then calendar your state's annual report or franchise tax deadline, because a good agreement does not protect an administratively dissolved company.

Honest limitations

This generator produces a solid general-purpose agreement under the law of the state you select. It does not handle: vesting schedules for sweat equity, preferred returns or waterfall distributions, non-compete and non-solicit terms, professional LLCs with licensing rules, series LLCs, or anything involving outside investors on a term sheet. If your situation includes any of those, use this as a starting draft and pay an attorney for an hour of review rather than a full draft — that is the cheapest way to get it right.