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Operating Agreement

Does your LLC need an operating agreement?

Most states do not require you to file one, and that is exactly why founders skip it. The document matters at the moments when something has gone wrong or something is being scrutinised — a bank account application, a new partner, a dispute.

Add Operating Agreement — $49See how it works

One-time · included with Growth and Complete · delivered to your dashboard

A bound agreement with a signature line, two fountain pens and a coral sign-here flag on a wooden desk
app.razorfile.com — DocumentsLive
THE MEMBERSOPERATING AGREEMENTAgreement draftedSingle-member · Wyoming LLCOwnership, management, distributions, exitsDraftingYOUR DASHBOARDOperating agreement signedPDF saved · ready for the bankOwnership documentedAccepted by banks and processorsKept with your company recordsNot filed with the state — kept by youON FILE

From ownership to a signed document

  1. 01Members and shares
  2. 02Management and votes
  3. 03Profits and exits
  4. 04Ready to sign
  5. 05On file for the bank

What it is

The rulebook for your company, written while everyone agrees.

Who owns what percentage, who can make which decisions, how profits and losses are allocated, what happens when a member wants out, and what happens if one dies or becomes incapacitated. For a single-member LLC most of that is trivially answered, which is why it is often treated as a formality. For 2 or more members none of it is trivial, and the absence of an answer is itself an answer chosen by the state's default rules. At $49, or included with Growth and Complete, it is among the cheapest documents you will ever be glad to have.

Less than multi-member ones, but not nothing. The agreement helps evidence that the company is a genuine separate entity rather than an extension of you personally, which is relevant to the limited liability the structure is meant to provide. It is also the document a bank asks for, and producing one on request is easier than drafting one under time pressure.

Required by the state?
Not filed in any of our 51 states
None of the 51 states we file in require the operating agreement to be submitted with the formation documents.
Asked for by banks
Frequently
Account opening for an LLC commonly requires the operating agreement alongside the formation certificate and EIN letter.
Price
$49
One-time. Included with the Growth and Complete plans.
Matters most
Multi-member LLCs
Without one, default state rules govern how profits, votes and exits work — rules you did not choose.

Why it matters

Skipped because the state does not ask. Needed when the bank does.

Because it is not filed anywhere, an operating agreement feels optional in a way an annual report does not. The bill arrives later and in a worse form. A bank asks for it during account opening and the application stalls while you produce one. A second member joins and there is no written record of what the first arrangement was. Or a disagreement arises and the default provisions of the state's LLC statute govern — rules written for the general case, not for what you and your co-founder actually intended. The cheapest time to write down who owns what is while everyone agrees on the answer.

1Without oneThe bank application stalls. A dispute is settled by the state's default rules — rules nobody chose.
2With RazorFileA complete agreement on file from the start, ready the day the bank, a partner or an investor asks for it.
3Single-member tooIt helps show the company is separate from you personally, which is what limited liability rests on.

How it works

From your formation details to a signed agreement.

This is a template, not legal advice, and RazorFile is not a law firm. It documents a conventional arrangement well and is not a substitute for counsel where the arrangement is unconventional. If members are contributing unequally or anyone is investing rather than working, have a lawyer draft it.

What the agreement settles

  • OwnershipPercentages and contributions for each member.
  • ManagementWho runs the company and what needs a vote.
  • Distributions and exitsHow profits are shared and what happens when a member leaves.

  1. 01Step one

    Who owns what, in writing

    Each member's percentage, what they contributed, and how new members would come in. For a single owner this takes a minute. For two or more it is the part that matters.

    THE MEMBERSOPERATING AGREEMENTAgreement draftedSingle-member · Wyoming LLCOwnership, management, distributions, exitsDraftingYOUR DASHBOARDOperating agreement signedPDF saved · ready for the bankOwnership documentedAccepted by banks and processorsKept with your company recordsNot filed with the state — kept by youON FILE

  2. 02Step two

    Who decides what

    Member-managed or manager-managed, what needs a vote, what any one member can sign alone. Banks read this section to know who can open the account.

    THE MEMBERSOPERATING AGREEMENTAgreement draftedSingle-member · Wyoming LLCOwnership, management, distributions, exitsDraftingYOUR DASHBOARDOperating agreement signedPDF saved · ready for the bankOwnership documentedAccepted by banks and processorsKept with your company recordsNot filed with the state — kept by youON FILE

  3. 03Step three

    How money moves

    How profits and losses are allocated, when distributions are made, and what happens to a member's share if they leave, die or want out.

    THE MEMBERSOPERATING AGREEMENTAgreement draftedSingle-member · Wyoming LLCOwnership, management, distributions, exitsDraftingYOUR DASHBOARDOperating agreement signedPDF saved · ready for the bankOwnership documentedAccepted by banks and processorsKept with your company recordsNot filed with the state — kept by youON FILE

  4. 04Same day

    Ready to sign

    The agreement is prepared from your formation details and delivered to your dashboard as a PDF. Sign it, date it, keep it.

    THE MEMBERSOPERATING AGREEMENTAgreement draftedSingle-member · Wyoming LLCOwnership, management, distributions, exitsReadyYOUR DASHBOARDOperating agreement signedPDF saved · ready for the bankOwnership documentedAccepted by banks and processorsKept with your company recordsNot filed with the state — kept by youON FILE

  5. 05Bank, partner, investor

    Produced whenever someone asks

    It is never filed with the state. It is the document the bank asks for at account opening, and the record you will want when a second member joins.

    THE MEMBERSOPERATING AGREEMENTAgreement draftedSingle-member · Wyoming LLCOwnership, management, distributions, exitsReadyYOUR DASHBOARDOperating agreement signedPDF saved · ready for the bankOwnership documentedAccepted by banks and processorsKept with your company recordsNot filed with the state — kept by youON FILE

Operating Agreement

$49

$49

For a company you already have, or added to a formation order. Any state or government fee is invoiced at cost, exactly as the state charges it. Full refund before we begin the work.

Add Operating Agreement

What’s included

  • An operating agreement documenting ownership percentages, management structure and how decisions get made
  • The document banks and payment providers typically ask for during account opening
  • A written record of what the members agreed, made while everyone still agrees

Not included

  • Legal advice on whether the terms suit your situation — this is a template, not a bespoke drafting engagement
  • Negotiation between members, which is yours to do
  • Any filing with the state, because most states do not accept or require one

Where it is asked for

Never filed. Frequently requested.

What we provide documents a standard structure competently. If members are contributing unequal amounts, if there is a vesting arrangement, if someone is investing rather than working, or if the split is anything other than straightforward, that is a drafting job for a lawyer. Using a template for a genuinely complicated arrangement is a false economy, and we would rather tell you that than sell you $49 of the wrong thing.

Bank account opening
Alongside the formation certificate and EIN letter
Payment processors
Some ask for it during business verification
A new member joining
The record of the original arrangement
Any dispute
Without it, the state's default LLC statute governs

Direct answers

Frequently asked questions.

Checked 2026-07-28. If something here is out of date, tell us and we will fix it the same day.

Most states do not require you to file one with your formation documents. Some states do expect an LLC to have one even though it is never filed. Either way, the practical requirement comes from banks and counterparties rather than from the state.

It is less critical but still useful. Banks routinely ask for it at account opening, and it helps evidence the separation between you and the company that limited liability depends on. It is a small document to have and an awkward one to lack.

Yes, and for a simple single-member LLC that is a reasonable choice. The risk is in multi-member situations, where the clauses that matter are the ones covering the scenarios you are not imagining — someone leaving, someone dying, or the two of you disagreeing about what was agreed.

Generally no. It is an internal document kept with your records and produced when a bank, investor or counterparty asks. That is precisely why it is easy to postpone and awkward to be without.

Put it in writing

The cheapest time to write down who owns what is now.

MembersRulesSignedOn file

A complete operating agreement, prepared from your formation details and delivered to your dashboard as a PDF.

Operating Agreement — $49

Add Operating Agreement
app.razorfile.com — DocumentsSigned
THE MEMBERSOPERATING AGREEMENTAgreement draftedSingle-member · Wyoming LLCOwnership, management, distributions, exitsReadyYOUR DASHBOARDOperating agreement signedPDF saved · ready for the bankOwnership documentedAccepted by banks and processorsKept with your company recordsNot filed with the state — kept by youON FILE