An operating agreement protects your business. It keeps everything organized and makes sure everyone knows what their responsibilities are. This document outlines how you want your business to operate and sets out rules for managing it. You’ll find information about who owns what part of the business, how decisions are made, and how profits are shared.
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How Important Is It to Have an Operating Agreement in Michigan?
A Michigan LLC needs an operating agreement if it wants to operate. This document outlines how the company will run, including decisions about hiring employees, paying bills, resolving conflicts, and much more.
An operating agreement protects the interests of all members. If you are part of a limited liability company, you must know what happens to the money you put into the company. You want to ensure that the company pays its debts and keeps track of where those funds go.
An operating agreement ensures everyone understands what’s expected of each person involved. When you form a company, you should draft an operating agreement that spells out the roles of each member and sets expectations for everyone involved.
1. Your operating agreement proves you own your LLC.
An operating agreement is one of the most important documents you’ll ever sign. It defines how your LLC operates and what happens if it goes bankrupt. If you don’t know where to start, here are some quick tips to ensure your operating agreement is up to date.
#1 – Get Organized First
The very first thing you need to do is organize your files. You can use Excel spreadsheets or even just a simple table of contents. Make sure you’ve got everything organized before you move forward.
#2 – Add Members
Your operating agreement should include all of your members’ names, addresses, and phone numbers. If someone gets hurt while working on your project, you can easily contact them.
#3 – Include All Assets
You should list every asset that belongs to your LLC, including equipment, vehicles, real estate, inventory, intellectual property, etc. It’s best to write down everything because you never know when something might come up later.
2. An operating agreement can help reinforce your limited liability status.
An operating agreement is a contract between the owners of a limited liability company (LLC). In addition to protecting you against personal liability, it protects the LLC. An operating agreement is required for most businesses, including sole proprietorships and partnerships. However, some states require that LLCs file an operating agreement even though there are no shareholders or partners.
The purpose of an operating agreement is to set out how the LLC will operate and what each member’s responsibilities are. For example, the agreement might state that one person owns 50% of the voting shares, another owns 25%, and the third owns 25%. Each owner must vote according to his or her percentage ownership. If someone wants to sell their interest in the LLC, the sale requires approval from the other owners.
If you form an LLC without an operating agreement, the LLC becomes a “member-managed” organization. This means anyone can take over the management of the LLC at any time. The former manager can continue running things as long as he or she is willing to pay the membership fees. But if the former manager refuses to step down, the LLC could be forced into bankruptcy.
A good operating agreement includes the following information:
• Names and contact info of the members.
• A description of the type of business being conducted.
• How much money each member contributes to the LLC?
3. An operating agreement can help your members resolve disputes.
An Operating Agreement is a contract that helps you manage the day-to-day operations of your association. In addition to setting forth rules for your organization’s governance, it guides how to deal with matters such as dissolutions, terminations, and deaths.
A good operating agreement should include clauses regarding dispute resolution. These could include provisions for mediation, arbitration, or litigation. You might even consider having separate agreements for each type of conflict resolution.
Operating Agreement Can Help you Solve Disputes.
Michigan has four ways to run a business without an operating agreement. These include doing it yourself; hiring someone else to do it for you; having a corporation formed, and entering into an operating agreement. There are many benefits to forming a corporation, including limited liability protection. However, operating agreements provide additional protections that corporations don’t offer.
An operating agreement allows you to control what happens to your company. If you want to sell your company, you can specify the terms under which you’ll sell it. You can also protect your employees’ interests in case something goes wrong. For example, you could require your employee to pay his fair share of taxes even if he disagrees with your tax strategy.
Operating under the default laws might make sense if you’re running a small business. But if you’re planning to grow, you should consider creating an operating agreement.
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In Michigan, the law requires that every contract contain an “operating agreement.” In addition, the parties must sign the agreement within 30 days of entering into the contract. However, courts are finding that this requirement does not necessarily mean that the parties will never go to court over a dispute.
The facts of this case show that the plaintiff entered into a lease with the defendant for commercial property. After signing the lease, the plaintiff failed to pay rent for several months. When the defendant sent notices to vacate the premises, the plaintiff filed suit claiming that he had been fraudulently induced into signing the lease because the defendant did not disclose material information about the building.
The trial court granted summary disposition in favor of the defendant, holding that the operating agreement signed by the parties contained no provision requiring disclosure of material facts. On appeal, the Sixth Circuit Court of Appeals reversed the trial court’s decision, finding that the operating agreement required the defendant to disclose certain material facts.
If you need help drafting an operating agreement, contact us today. We can advise you on how to draft an operating agreement that protects your interests while allowing you to resolve disputes without expensive litigation.
What is included in a Michigan LLC Operating Agreement?
An operating agreement is one of the most important documents you’ll ever sign. This document outlines how your limited liability company (LLC) members are supposed to behave while it exists. If you don’t understand how an operating agreement works, it could cost you money down the road. Here’s what you need to know about operating agreements.
An operating agreement’s purpose is to protect the owners and managers of an LLC. In particular, an operating agreement protects the owner/manager(s) against claims brought by third parties and prevents those same people from taking advantage of the LLC. For example, if a manager takes out a loan in his name alone without getting approval from the rest of the board, he could be personally liable for paying off that debt. As another example, if someone sues the LLC over a breach of contract claim, the LLC itself cannot be held responsible because it doesn’t exist legally.
In addition to protecting the owner/managers, an operating agreement protects the interests of the other members of the LLC. Having the other members agree to certain terms lets everyone know what to expect when the LLC dissolves. These expectations can range from how much each person will pay to dissolve the LLC to how long the LLC will remain active.
If you’re looking to form an LLC in Michigan, here are some key points to keep in mind regarding operating agreements:
• A Michigan LLC operating agreement must contain specific language stating that the LLC is formed under the laws of Michigan.
• The operating agreement must state the name of the LLC, the address where it will be registered, and the members’ names.
• Each member must consent to the formation of the LLC.
Frequently Asked Questions
Why should a Michigan LLC have an operating agreement?
An Operating Agreement is a contract between the members of your LLC. It establishes how the business will be run, who has what authority and responsibilities, and when decisions need to be made. Suppose you are starting a new company or expanding your existing one. In that case, it’s important that you understand the basics of this document so you can make informed decisions about its content.
Where is an Operating Agreement filed?
An operating agreement can be filed with the Secretary of State’s office in your state. The filing fee for a domestic partnership or limited liability company (LLC) operating agreement ranges from $50 to $100, depending on the type and size of the business entity.
James Rourke is a business and legal writer. He has written extensively on subjects such as contract law, company law, and intellectual property. His work has been featured in publications such as The Times, The Guardian, and Forbes. When he’s not writing, James enjoys spending time with his family and playing golf.