LLC Operating Agreement: what it is and why you need one

An LLC Operating Agreement is the private contract that says who owns your company and how it's run. The members sign it, and it isn't filed with the State. For a private LLC in New Mexico (NM), a U.S. state, it's the document that proves the company is yours, because the public record doesn't name the owners. EXNNA includes it with every formation, in PDF and editable DOCX.

What does an Operating Agreement cover?

The rules of the company, between its members:

• Who the members are and what share each one holds
• Who manages the company and how decisions are made
• What happens when a member joins or leaves

It sits next to the Articles of Organization, the public filing that creates the LLC, and covers everything the Articles leave out.

Is the Operating Agreement public?

No. For an LLC formed with EXNNA, the public record shows the company, EXNNA as organizer, our registered agent, and "None Entered" under Member and Manager Information. The Operating Agreement stays with you, and you decide who sees it. Here's how an anonymous LLC in New Mexico works.

How do you prove you own the LLC?

With the Operating Agreement. When your name isn't on the State's record, this signed contract is what shows ownership. Banks usually ask for it together with the Articles and the EIN, and so will a partner or a buyer. See how to open a U.S. bank account for a non-resident LLC.

Sign it as soon as the LLC is formed, keep it with the Articles, and update it whenever a member joins or leaves or the ownership split changes.

How is an EXNNA LLC managed?

Every EXNNA LLC is manager-managed in the Articles: "managed or under the authority of a Manager(s)". By default all members are managers. The members can also elect a Chief Executive Member as the sole manager, and the Operating Agreement is where that choice is written down. More in manager-managed vs member-managed LLC.

What does EXNNA deliver?

Member details are optional. The order only needs the number of members, so you can leave the names out and fill them in yourself later. The agreement lands in your dashboard with the Articles as soon as the State approves the LLC.

What goes wrong without one?

Nothing in your hands shows who owns the company. That's great for privacy and awkward everywhere else. A bank asks who owns the LLC. A partner asks what their share is. A buyer asks what they're buying. The Operating Agreement answers all three.

With several members, it matters even more: it's where the split and the management are written down instead of assumed.

The Operating Agreement is part of the $200 package, with no extra charge. See our pricing.

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