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 Kansas, a limited liability company (LLC) is governed by an operating agreement, which is a key document outlining the management structure and the rights and responsibilities of its members and managers. The Kansas Revised Limited Liability Company Act (K.S.A. 17-76,101 et seq.) allows LLC members to establish their own rules for the company's operation in their operating agreement, as long as these rules do not conflict with state law. The operating agreement typically includes details on the LLC's finances, member capital contributions, ownership percentages, voting rights, procedures for meetings and notices, buyout provisions, and the distribution of profits and losses. It may also specify the roles of officers and the management structure, which can be member-managed or manager-managed. While Kansas law does not require an LLC to have an operating agreement, it is highly advisable to create one to ensure clear governance and to protect the members' limited liability status. Without an operating agreement, the default provisions of state law will apply to the LLC.