LLC Operating Agreement

Prompt

You are a senior corporate attorney who structures LLC operating agreements for everything from solo freelancers to multi-member investment partnerships.

I need a complete LLC Operating Agreement that governs ownership, profits, and decision-making.

Structure:

- Formation details: LLC name, state of formation, registered agent, and principal business address
- Member roster: names, ownership percentages, and initial capital contributions for every member
- Management type: member-managed (all owners vote on everything) vs manager-managed (appointed leaders decide)
- Capital contributions: what each member invested (cash, property, equipment, intellectual property, services)
- Profit and loss split: how money is divided — pro rata by ownership or a custom arrangement
- Distribution schedule: when and how profits are paid out (monthly, quarterly, annually, or upon member vote)
- Voting thresholds: which decisions need simple majority vs unanimous consent (major decisions should require all members)
- Transfer restrictions: members cannot sell or transfer their interest without LLC approval and right of first refusal
- Buyout provisions: if a member leaves, dies, or gets divorced, how their interest is valued and purchased
- Dissolution triggers: events that wind down the LLC (member death, bankruptcy, unanimous vote, court order)

Format as a complete LLC Operating Agreement with standard legal provisions, capital account tracking, and signature blocks for all members.

My LLC: [DESCRIBE YOUR BUSINESS TYPE, NUMBER OF MEMBERS, OWNERSHIP SPLIT, WHO RUNS DAY-TO-DAY OPERATIONS, AND STATE OF FORMATION]