A limited liability company’s operating agreement or company agreement is similar to a corporation’s shareholder agreement, and provides for the management of the LLC, and the rights and duties of the owners of the LLC (members) and the managers of the LLC, if any.
Specifically, the LLC operating agreement should address the company’s finances, capital contributions, percentages of ownership, voting rights, meetings, notices, buyouts, distribution of profits and losses, officers, and other matters. Limited liability companies generally may be managed by the members or by appointed or elected managers.
In California, a limited liability company (LLC) is governed by an operating agreement, which is a key document that outlines the management structure and the rights and responsibilities of the members and managers. The operating agreement should cover various aspects of the LLC's operations, including financial management, capital contributions, ownership percentages, voting rights, procedures for meetings and notices, buyout provisions, and the distribution of profits and losses. It may also detail the roles and powers of any officers. California law allows LLCs to be member-managed or manager-managed, and the operating agreement should clearly state which management structure the LLC has chosen. While California does not require an LLC to have an operating agreement, it is highly advisable to create one to ensure clear guidelines for the operation of the LLC and to help prevent disputes among members. If an LLC does not have an operating agreement, the default provisions of the California Revised Uniform Limited Liability Company Act will govern the LLC's operations.