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 Maine, 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 Maine Limited Liability Company Act 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 covers financial arrangements, including capital contributions and the allocation of profits and losses; ownership interests and voting rights; procedures for meetings and notices; and provisions for buyouts and transfers of membership interest. It may also detail the roles of officers and the management structure, indicating whether the LLC will be member-managed or manager-managed. While Maine law does not require an LLC to have an operating agreement, it is highly advisable to create one to ensure clear governance and to avoid default rules under state law. Without an operating agreement, the LLC would be subject to the default provisions of the Maine Limited Liability Company Act, which may not align with the members' intentions.