An operating agreement is the foundational governance document for a Limited Liability Company (LLC). It defines ownership percentages, profit and loss allocation, management structure (member-managed vs manager-managed), voting rights, capital contribution requirements, distribution rules, and procedures for adding or removing members. Functionally the LLC equivalent of corporate bylaws plus shareholder agreement combined into one document, it is required by some states (sometimes called "company agreement" in Texas or "regulations" elsewhere). It is the most-important document an LLC ever creates because it overrides state-law defaults that are usually unfavorable to the members.
The major sections of a typical LLC ope...