LLC Operating Agreement (Multi-Member) — Plain-English Summary

Operating agreement for an LLC with two or more owners: ownership percentages, voting, management, distributions, transfers and buyout.

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Simple Full Plain-English Summary

Plain-English Summary: explains each section of the Full version. Sign it alongside the Full version, or use it on its own as a summary sheet.

This template is not legal advice; consult a licensed attorney in your state. Laws, required disclosures and signing formalities (witnesses, notarization, recording) vary by state and county.
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1. Parties2. Details 1/33. Details 2/34. Details 3/3

Parties

Signing order: Member 1 → Member 2. Each signer is invited after the previous one signs.

1. Member 1Full name *Email (to send the signing link)

2. Member 2Full name *Email (to send the signing link)

Signature, date and name fields are added for every signer automatically.

Details 1/3

LLC name *Date articles/certificate filed *Principal office addressRegistered agent and officeMember 1 capital contribution *Member 2 capital contribution *

Details 2/3

Member 1 ownership (%) *Member 2 ownership (%) *Management (member-managed or manager-managed; name managers) *Tax classification (partnership / S corp election) *Vote needed for major decisions (%) *State LLC requirements (publication, annual report, etc.) [STATE-SPECIFIC]

Details 3/3

State of formation *County of principal office [STATE-SPECIFIC] *

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Signature, initials (every page) and date fields are placed for each party. You can review and adjust them before sending.

Live preview

What the sections mean (plain English)

FORMATION: Basic facts about the business: where it is registered and its official address and agent.
PURPOSE: Explains why the parties are entering into this document.
CAPITAL CONTRIBUTIONS: What each owner puts in (money, property or work) to get started.
ALLOCATIONS AND DISTRIBUTIONS: How profits and losses are shared and when owners get paid.
MANAGEMENT: Who makes decisions and how votes work.
MEETINGS: Who makes decisions and how votes work.
DUTIES; OTHER ACTIVITIES: Exactly what work is to be done.
LIMITED LIABILITY; INDEMNIFICATION: Who pays if a third party sues because of the other side's actions.
TRANSFERS: Whether rights can be handed to someone else.
WITHDRAWAL, DEATH OR DISABILITY: How an owner leaves or the business winds down.
DISSOLUTION: How an owner leaves or the business winds down.
GOVERNING LAW: Which state's law applies and where any lawsuit must be filed.
SEVERABILITY: If a court strikes one clause, the rest still counts.
ENTIRE AGREEMENT; AMENDMENT: How this document can be changed later.
NOTICES: How the parties must officially contact each other.
COUNTERPARTS; ELECTRONIC SIGNATURES: E-signatures are valid and each party can sign separately.
Optional clauses: Extra terms you can switch on or off in step 3. Leave them off if unsure.

How to use this LLC Operating Agreement (Multi-Member) template

Answer the guided questions. Your name and company fill in automatically from your profile.
Pick the governing state and complete the [STATE-SPECIFIC] blanks. Switch optional clauses on or off.
Check the live preview, then create the document. Signature, initial and date fields are placed for each party.
Review the fields and send. Each party signs in order, and everyone gets the signed PDF.

Frequently asked questions

Is this LLC Operating Agreement template free?

Yes. You can fill it in, download it and send it for electronic signature with a free E-Sign Auto account.

Is an electronically signed LLC Operating Agreement legally binding?

In the U.S., the federal ESIGN Act and state UETA laws generally give e-signatures the same effect as handwritten ones. Check your state's rules.

Does this template work in my state?

It is a generic, state-neutral starting point. Pick your governing state and complete every blank marked [STATE-SPECIFIC]. This template is not legal advice; consult a licensed attorney in your state.

Who signs, and in what order?

Member 1, then Member 2. Each signer gets a secure link in that order, with signature, initial and date fields already placed.