• One member or up to four

  Say how many members the company has. A single member gets a short agreement. Two to four members add the terms owners need between themselves: withdrawal, buy-out, valuation and what happens on dissolution.

• Members who are people or businesses

  Each member is an individual or a business, with their own name, address and, for a business, the person who signs for it. Each sets out what they are contributing and what it is worth.

• Classes of members

  With more than one member you can split the company into up to three classes, describe each class's duties and rights, and say which class each member belongs to.

• Run by the members or by managers

  Choose member management or appoint up to three managers, with the vote needed to appoint another, their duties, and any decisions that need the members' majority. Say who may sign contracts for the company.

• Decisions that need everyone

  Tick the decisions that need all members to agree: selling or pledging company property, releasing a claim, and taking on liabilities or expenses above a limit you set.

• How owners join, leave and are bought out

  Decide whether new members can join and on what vote, whether members can withdraw and with what lock-in or notice, whether the company ends when one leaves, and whether an interest can be sold to an outsider.

• How profits and proceeds are shared

  Share profits and losses equally, in fixed percentages you set, or in proportion to capital, and choose the same for what each member receives when someone leaves or the company ends.

• Tax classification and the audit representative

  Record how the company is to be classified for tax and its fiscal year end. A company taxed as a partnership is also asked who will act as its partnership representative, whether the members will indemnify them and the votes that bind them.

• Nothing filled in that you did not choose

  No percentage, capital amount, notice period or limit is suggested. Each comes from your answer, or stays a line for you to fill in.

• A lawyer reviews it before it is used

  Your answers are prepared into a draft and reviewed by a qualified lawyer, rather than handed back to you as a finished form.

An operating agreement is the internal contract of a limited liability company. It records who the members are, what each has put in, how profits are shared, who makes decisions and how the company is run day to day. It is a private document between the members rather than something filed with the state.

The builder asks the questions in the order the document works: the company, the members and their contributions, how it is managed, tax and accounting, then the final details. A company with one member gets a shorter agreement; with two to four members it also covers how new members join, how a member can leave and how an interest is valued and bought out.

Tax classification, voting thresholds, buy-out and dissolution terms and anything that depends on your state are settled with a lawyer before anything is signed. The draft records what the members have decided and says plainly where a point still has to be confirmed.

Not sure? Talk to an attorney about your situation first.

These are separate documents, for different jobs.

• Partnership agreementsSet out how partners share work, profit and decisions.View document
• Shareholder agreementsGovern how shareholders own, vote and sell their shares.View document
• Company bylawsThe internal rules a corporation is governed by.View document
• LLC Articles of OrganizationSet out the details needed to form a limited liability company.View document

• Right after the LLC is formed, before it starts trading
• When a second owner joins a company that has had one
• When members want to settle in advance what happens if one of them leaves
• When the company moves from member management to an appointed manager

• LLC formationPrepare the paperwork to register a limited liability company.View document
• Company bylawsThe internal rules a corporation is governed by.View document
• Articles of IncorporationSet out the details needed to form a corporation.View document
• LLC Articles of OrganizationSet out the details needed to form a limited liability company.View document