What Happens if I Don’t Have An Operating Agreement For My LLC?

Business Law Tips & Advice

Attorney Nate Gilbert

The short answer is that you will need to reference the Texas State statutes (or the statutes for whichever state your LLC is registered in) for the management of your business.

Your LLC should always have an operating agreement, but a lot of times, this is not the case.  It is not the end of the world, and your business is not “invalid” just because you do not have an operating agreement.  Operating agreements are not required for LLCs in Texas, and you do not need to file anything with the State regarding your operating agreement.

A rock solid operating agreement is the foundation of every successful LLC. If you don’t have one for your business, it is never too late.

A rock solid operating agreement is the foundation of every successful LLC. If you don’t have one for your business, it is never too late.

An operating agreement is a contract between you, the organizer of your company, and your company.  This contract details how you are going to operate the company and what procedures must be followed in the conduct of daily business and any changes that can be made to the company.  Failing to follow this contract can result in increased personal liability for you—the corporate formalities contained in the operating agreement are the factors that a judge will look at in deciding whether the company is a legitimate business or simply a transparent device used to insulate the owner from liability without any individual identity of its own.  This is also a good reason to not have an overly complicated operating agreement from a free online form that you don’t understand.

But what if you don’t have an operating agreement? The answer is: Statutes.  If you do not have an operating agreement for your LLC, Texas Business Organizations Code, Chapter 101 governs the founding, structure, management, and conduct of LLCs in Texas.  In order to take any actions, you’ll need to consult the statutes to ensure that you are following the correct procedures.

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On the bright side, if you don’t have one and you feel like you need one, you can adopt an Operating Agreement for your LLC at any time!

 Operating agreements can be a tough hurdle for small business owners.  If you have an idea for a business, the last thing you want to be doing is looking online through statutes and forms for the correct procedure on holding corporate meetings.  San Antonio small business attorney Nathaniel Gilbert takes care of the paperwork for businesses in Texas.  With an operating agreement that is not only affordable but easily understandable, business owners will be able to run their corporation without opening themselves and their companies to needless liability exposure.  For a free consultation on operating agreements in Texas, Call Now or Contact Nate.

Nathaniel Gilbert

Nathaniel Gilbert is the sole attorney at The Law Office of Nathaniel Gilbert, PLLC. Practicing in the areas of Business Law, Nate assist clients with LLC formation and drafting contracts in the states of Texas, Colorado, and Kansas. He can be reached at 726-999-0087.