Sample LLC operating agreement

Member A distribution on this year's profit
$60,000
Total capital contributed
$100,000
Member A ownership, percent
50

Every figure on this page is computed from the inputs entered, by the method stated below it. LLC Lane publishes no clause text, no state fee, no tax rate and no vote rule: the thresholds and the set-asides are yours, and the defaults are a worked example to replace with your own figures.

A sample LLC operating agreement is what most owners search for before writing their own, and what they find is clause text with blanks in it. The blanks are the whole document: who contributed what, what share of the company that is, how profit is split, what a major decision needs, and what happens when a member leaves or a new one buys in. The prose around a sample explains what each clause decides; the numbers in the blanks are arithmetic on figures only the members know, and getting them wrong is how a two-thirds vote turns out to need a member who has already left. This guide walks the clauses a sample agreement carries and what each one records, and the free operating agreement worksheet on this site works the shares, the distributions and the vote with no account and no clause text.

Try the free operating agreement worksheet Free to use. No account, no card, no trial clock.

Formation and members: who is in, and what they put in

A sample opens with the company's name, state and purpose, then the members and their contributions. The contribution schedule is the clause the rest of the agreement reads from: cash, property at an agreed value, or services, per member, dated. The worksheet takes the contributions and returns the shares; the prose says what the schedule records and nothing about what your state requires it to say.

Ownership, profit and loss: the shares and how they split the money

Most samples tie ownership to contributions and split profit and loss by ownership, with a reserve the company keeps before anything is distributed. That is three numbers per member, and the worksheet works them: share from capital, distribution from profit, and the capital a decision needs. Whether your agreement should split differently is your call and your attorney's.

Management, voting and changes: who decides, by how much

The clauses on management say whether members or managers run the company, what needs a vote, and what share of ownership carries it; the clauses on changes say how a member leaves, how one joins and how the agreement is amended. Each is a threshold in the blanks, and the worksheets on this site turn a threshold into the capital and the members it takes. The paid plan keeps the agreement and every amendment against the company.

Sample LLC operating agreement: common questions

What does a sample LLC operating agreement contain?

The company's name, state and purpose; the members and what each contributed; ownership shares and how profit and loss are split; how the company is managed and what a vote needs; how members leave and join; how the agreement is amended; and signatures. The clause text is the attorney's; the numbers in the blanks are the worksheet's, and this site publishes only the second.

Can I use a sample operating agreement as my own?

A sample shows the shape; whether its clauses fit your state and your company is a question for your attorney, and this site does not answer it. What you can take from here is the arithmetic: the shares, the distributions and the vote worked from your figures, so the blanks are filled with numbers that agree with each other.

Is there a free operating agreement worksheet?

Yes. The operating agreement worksheet on this site is free and needs no account: three members' capital, the year's profit and your major-decision threshold in, the shares, the distributions and the capital that must vote yes out, printed as it stands. LLC Lane Pro keeps every company, member and agreement against the record.

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The worksheets are free forever. Pro turns them into the record: every company's members and their shares kept and dated, every agreement and amendment filed against it with its status, your name and logo on the paperwork, no watermark, and an export when the accountant or the bank asks.

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On the worked example, three members contributing $50,000, $30,000 and $20,000 own 50%, 30% and 20% of the company, $120,000 of profit distributes $60,000 to the first, and a major decision at 67% needs $67,000 of the $100,000 of capital to say yes.

Operating agreement LLC (Member A distribution on this year's profit): $60,000, LLC Lane, worked example.

Cite as: "Sample LLC operating agreement, LLC Lane", updated 2026-09-05, https://llclane.com/sample-llc-operating-agreement/.

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Member A distribution on this year's profit · Operating agreement LLC · September 2026

$60,000

Source: Operating agreement LLC, LLC Lane

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