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 West Virginia, 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. It details the financial arrangements, including capital contributions and the allocation of profits and losses. Ownership percentages and voting rights of the members are also specified within this agreement. The operating agreement should cover the protocols for meetings, notices, and procedures for buyouts or transfers of membership interest. Additionally, it can outline the roles and responsibilities of officers and the designation of members or managers to handle the day-to-day operations of the LLC. While West Virginia law does not require an LLC to have an operating agreement, it is highly recommended to have one to ensure clear governance and to protect the limited liability status of the members. Without an operating agreement, the default provisions of the West Virginia LLC Act will apply to the company.