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 Minnesota, a limited liability company (LLC) is governed by the Minnesota Revised Uniform Limited Liability Company Act. An LLC's operating agreement is a key document that outlines the internal operations and management of the company. It is similar to a corporation's shareholder agreement. The operating agreement should detail the LLC's financial affairs, including capital contributions, ownership percentages, and the distribution of profits and losses. It should also specify voting rights, the process for holding meetings and providing notices, and procedures for buyouts or transfers of membership interests. The agreement can establish the roles of officers and set forth the rights and responsibilities of both members and managers. In Minnesota, LLCs can be member-managed or manager-managed, and the operating agreement should clearly state the management structure. While Minnesota law does not require an LLC to have an operating agreement, it is highly advisable to create one to ensure clear guidance for the operation of the LLC and to help prevent disputes among members.