Sample 2 Member Llc Operating Agreement

When starting a new business venture, it`s important to establish clear guidelines and responsibilities for all involved parties. One way to do this is by creating an operating agreement, which outlines the structure and operations of your Limited Liability Company (LLC). In this article, we will discuss the key components of a sample 2 member LLC operating agreement.

Name and Purpose

The first section of the operating agreement should state the name of the LLC and its purpose. This serves to clarify the business`s main objective and ensure that all members are on the same page regarding the company`s goals.


The membership section of the operating agreement establishes the number of members in the LLC, their names, addresses, and contributions. It`s important to outline how much each member has invested in the business and what percentage of the company they own. Additionally, it`s a good idea to include provisions for admitting new members or removing existing ones from the LLC.

Management and Voting

The management and voting section of the operating agreement should outline how the LLC will be managed and how voting will be conducted. Typically, members either manage the LLC themselves or appoint a manager to oversee operations. This section should also detail how decisions will be made and what percentage of the vote is required to make a decision.

Distributions and Allocations

The distributions and allocations section outlines how profits and losses will be divided among members. It`s essential to establish a clear method for distributing earnings and losses to prevent disputes or confusion down the road.

Meetings and Records

Finally, the meetings and records section of the operating agreement should outline the frequency of meetings and what topics will be discussed. It`s also important to detail how records will be maintained and who will be responsible for keeping them up to date.


Establishing a sample 2 member LLC operating agreement can help ensure that your business runs smoothly and avoids potential conflicts between members. It`s critical to consult with a legal professional to ensure that your operating agreement adheres to all relevant laws and regulations. By creating a comprehensive operating agreement, you can set your business up for long-term success.