Operating Agreement (LLC)
An operating agreement governs an LLC’s management, profit distribution, and member rights. Florida doesn’t require written form (Section 605.0105), but without one, Chapter 605 defaults apply: equal management, equal profit sharing regardless of capital, and dissolution on member death. Written agreement strongly recommended.
Key Provisions
- Member rights, duties, capital contributions
- Profit/loss distribution
- Management structure (member or manager)
- Transfer restrictions, dissolution
Without Agreement
- Equal management (member-managed)
- Equal profit sharing (regardless of capital)
- Transfer: economic rights only
- Dissolution on death/withdrawal
Why Written Is Essential
- Protects limited liability
- Prevents disputes, defines expectations
- Courts defer to written terms
Related Terms
- LLC — Limited liability company
Barnes Walker Business Law
Barnes Walker’s attorneys draft LLC operating agreements in Florida. Request a legal inquiry for assistance.
Florida Law Reference
Fla. Stat. Ch. 605 (Florida Revised LLC Act)
The Florida Revised Limited Liability Company Act governs the formation, operation, and dissolution of LLCs, including member and manager authority, fiduciary duties, and charging orders.
Reviewed by the attorneys at Barnes Walker, Goethe, Shea & Robinson, PLLC