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 Utah, 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 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 define the roles and powers of any officers. Utah 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 Utah does not require an LLC to have an operating agreement, it is highly advisable to create one to ensure clear operations and to help prevent disputes among members. If an LLC does not have an operating agreement, the default rules set forth in the Utah Revised Uniform Limited Liability Company Act will govern.