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 New Mexico, a limited liability company (LLC) is governed by an operating agreement, which is a key document outlining the management structure and operational guidelines of the company. This agreement is akin to a corporation's shareholder agreement. New Mexico's LLC Act does not require an operating agreement to be in writing, but it is highly advisable to have a written agreement to avoid misunderstandings and disputes among members. The operating agreement should detail the financial arrangements, including capital contributions, ownership percentages, and the allocation of profits and losses. It should also set forth the voting rights of members, the procedures for holding meetings and issuing notices, and the terms for buyouts and transfers of membership interests. Additionally, the agreement can specify whether the LLC will be member-managed or manager-managed, and outline the duties and powers of the members and managers. It may also address the appointment of officers and other operational matters. While New Mexico law provides default rules for LLCs in the absence of an operating agreement, having a comprehensive agreement allows members to tailor the company's governance to their specific needs.