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LLC operating agreement · San Jose · Registered LDA #268
LLC Operating Agreement in San Jose — bank-ready and written for your LLC
The bank asked for your operating agreement. Or a lender, a title company, a new partner. Or worse, a member has left, divorced or died and nobody wrote down what happens next. We prepare a written operating agreement for your California LLC — at formation or for an LLC you already have.
In our San Jose office or remotely · English, Vietnamese and Cantonese · Spanish through our staff
- Single-member or multi-member
- Member-managed or manager-managed
- Matched to your filed Articles and Statement of Information
- Signature pages for every member
What is an LLC operating agreement, and do I need one in California?
An operating agreement is an LLC’s internal contract: who owns what percentage, who manages and signs, how profit is paid out, how members vote, and what happens when a member leaves, divorces or dies. California expects every LLC to have one, and banks, lenders and title companies ask for it in writing. It is not filed with the state. TruPoint Legal, a registered Legal Document Assistant (LDA #268) in San Jose, prepares operating agreements at your direction as an add-on to LLC formation or for existing California LLCs.
When owners call us about it
The bank won’t open the account
Many banks will not open a business account for a multi-member LLC, and some for a single-member LLC, without a signed agreement showing who can sign.
Buying or refinancing property
Title companies and lenders need to see who has authority to sign deeds and loan documents for the LLC.
LLC deed →Members disagree
Without written terms, California’s default LLC rules decide votes, distributions and buyouts, which may not be what you agreed on.
A member dies or becomes ill
The agreement can name who steps in and how an interest passes, so the business keeps running.
Adding a new member or investor
New money needs new terms: capital, percentages and voting, documented before the funds arrive.
Electing S-Corp tax treatment
An LLC electing S-Corp status needs distribution terms consistent with a single class of ownership.
S-Corp formation →What your operating agreement covers
- Members, capital contributions and ownership percentages
- Management: member-managed or manager-managed, and who signs for the LLC
- Voting thresholds for ordinary and major decisions
- Profit and loss allocation and distributions
- Admitting new members and transferring interests
- Buyout on withdrawal, death, disability, divorce or bankruptcy
- Records, bank accounts and keeping the LLC separate from its owners
- Dissolution and winding up
Template vs. an agreement prepared for your LLC
| Free online template | TruPoint | |
|---|---|---|
| Matches your filed Articles | Often conflicts on management or names | Checked against your state filings |
| Written for California | Frequently another state’s law | California LLC |
| Death, divorce and exit terms | Generic or blank | Completed with the terms you choose |
| Reviewed with you | No | Page by page, in your language |
Operating agreement questions
Is an operating agreement required in California?
California expects every LLC to have one. The law allows it to be written, oral or implied, but banks, lenders, title companies and courts look for a written, signed agreement, and without one the default rules of California’s LLC statute govern your company.
Is the operating agreement filed with the state?
No. It is an internal document kept with the company’s records. You show it to the bank, a lender, a title company or a new member when they ask for it.
I formed my LLC online and never got an operating agreement. Can you prepare one now?
Yes. We prepare operating agreements for existing California LLCs, matched to the Articles of Organization and the Statement of Information already on file.
Does a single-member LLC need an operating agreement?
It benefits from one. A written agreement shows the bank who controls the LLC, names who takes over if the owner dies or becomes incapacitated, and supports the separation between the owner and the company.
Does the operating agreement need to be notarized?
No. It is signed by all members. A notary is not required, though one is available in our office if a bank or lender asks for it.
Other business formation services
Get the agreement the bank is asking for
Tell us how your LLC works. You decide the terms; we prepare the agreement and review it with you before anyone signs.
TruPoint Legal LLC · Registered Legal Document Assistant LDA #268, Santa Clara County · CALDA member. We are not a law firm and do not give legal advice.