Does a single-member LLC need one?

No state requires it in practice, but write one anyway. Banks ask for it during onboarding, and it is the document that evidences the company is a separate thing from you — which is the argument you rely on if limited liability is ever challenged.

Do I have to file it anywhere?

No. It is an internal document. You keep it, signed and dated, and produce it when a bank, processor or counterparty asks. Nothing is submitted to the state.

Can I use a template?

For a straightforward single-member company, yes. For multiple members with unequal contributions, unequal roles, or any expectation of someone leaving, it is worth paying a lawyer — that is precisely the scenario the document exists to handle.

US company formation: choosing your entity and your state

Guide · 1 min read

LLC operating agreements: what must be in one

Nobody files it and nearly every bank asks for it. It is also the document that proves your company is genuinely separate from you.

The short answer

An operating agreement sets out who owns an LLC, how it is managed, how profits are divided and what happens when a member leaves. It is not filed with any state, but banks and payment processors routinely request it during account opening, and it evidences the separation between owner and company.

What it should cover

Members and ownership percentages, and what each contributed.
Management structure — member-managed or manager-managed, and who can bind the company.
Profit and loss allocation, which does not have to match ownership percentages.
Distributions — when and how money is paid out.
Decision-making — what needs unanimous consent versus a majority.
Transfer restrictions — whether a member can sell their interest, and to whom.
Exit and dissolution — what happens if someone leaves, dies, or the company winds up.

Why banks ask

Compliance teams need to establish who beneficially owns and controls the company. The formation certificate rarely says. The operating agreement does, which is why it appears on almost every business account document checklist — see business banking.

Frequently asked questions

Does a single-member LLC need one?: No state requires it in practice, but write one anyway. Banks ask for it during onboarding, and it is the document that evidences the company is a separate thing from you — which is the argument you rely on if limited liability is ever challenged.
Do I have to file it anywhere?: No. It is an internal document. You keep it, signed and dated, and produce it when a bank, processor or counterparty asks. Nothing is submitted to the state.
Can I use a template?: For a straightforward single-member company, yes. For multiple members with unequal contributions, unequal roles, or any expectation of someone leaving, it is worth paying a lawyer — that is precisely the scenario the document exists to handle.

Sources

IRS — Limited Liability Company

Last reviewed August 23, 2026. Verify against the primary source before acting.

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