Deal alert! Northwest will form your LLC for $39 (60% discount). See details.
What is an LLC Membership Certificate?
An LLC Membership Certificate shows how much of an LLC someone owns, which is called Membership Interest.
Note: LLC owners are called “Members”.
For most companies, LLC Membership Interests are determined and agreed upon in the LLC Operating Agreement. And the LLC Membership Certificate is just a reflection of what’s in the Operating Agreement.
LLC Membership Certificates aren’t required (an Operating Agreement is legally sufficient). However, they have that “official” look to them, so your LLC can issue Membership Certificates if you’d like a nice addition to your business records.
Again, an LLC Membership Certificate isn’t required, either when forming your LLC or later.
For example, you don’t need an LLC Membership Certificate for taxes, accounting, or banking.
Many websites mislead readers and make it sound like Certificates are required. But most of the time, they are just trying to make money by selling you a template.
If you want to create an LLC Membership Certificate, you can download our free certificate below. You’ll want to complete one for each Member of your LLC.
Note: LLC Membership Certificates are sometimes called Membership Interest Certificates. These mean the same thing.
LLC Membership Certificate template download
You can download our LLC Membership Certificate template below and use it for your LLC. The Membership Certificate template will work for an LLC formed in any state.
Download a free LLC Membership Certificate:
How to fill out an LLC Membership Certificate
Here’s how to complete your LLC Membership Certificate.
Name of LLC
Anywhere “Name of LLC” appears, you will enter your LLC Name as it appears on the Articles of Organization or other formation documents that were approved by the state. Make sure to include the designator (the ending like “LLC” or “Limited Liability Company”).
For Example: Salem Stitches LLC
State
Enter the state where your LLC was formed.
Total Number of Members
If you have a Single-Member LLC, enter “1”.
If you have a Multi-Member LLC, enter the total number of Members.
Effective Date
Enter the effective date of your LLC. This is the date it was approved by the Secretary of State, unless you specified another date on your Articles of Organization.
Tip: If you can’t find the date on your Articles of Organization, you can look up your LLC on your state’s Business Entity Search to find its date of formation.
Read more: What’s an LLC effective date?
Member Name and __% Membership Interest
If you have a Single-Member LLC, you will enter your name, and “100%”.
If you have a Multi-Member LLC, enter the name of an LLC Member and their percent membership interest.
Ex: This is to certify that Hilda Spielberg is a Member of Salem Stitches LLC and holds a 50% Membership Interest in Salem Stitches LLC, of which the Member is entitled to the full associated benefits.
Tip: You can find this information in your LLC Operating Agreement.
Name and Title of Person Signing
Anywhere “Title” appears, enter the title of the person who will sign the LLC Membership Certificates. In the “Name” field under the signature, enter their name.
Single-Member LLC: You will sign your own certificate and could list your title as “Sole Member”, “Managing Member”, or “Member”.
Multi-Member LLC: The Membership Certificates can be signed by any of the Members. Enter “Member” for their title.
Signature
Print out the Membership Certificates and sign them. You’re all done!
LLC Membership Certificate FAQs
Yes, our Membership Certificate template works for both Single-Member LLCs and Multi-Member LLCs.
If you have a Single-Member LLC, you just need one Membership Certificate.
If you have a Multi-Member LLC, each Member needs their own Membership Certificate. You can’t put multiple Members on one Certificate.
No, it’s not required to get an LLC Membership Certificate notarized.
As long as the person who signed it had authority to admit Members to the LLC, the Certificate is valid. The Operating Agreement tells you who has this authority.
Unless your LLC Operating Agreement requires the use of Membership Certificates (which is rare), your LLC doesn’t have to have them at all.
LLC ownership interest is determined and spelled out inside the LLC Operating Agreement. LLC Membership Certificates can be used to reflect what’s inside the Operating Agreement. But again, ownership is most often just listed in the Operating Agreement.
Additionally, LLC Membership Certificates aren’t required for things like taxes, accounting, or banking. Many websites mislead readers and make it sound like Certificates are required for these things. But really, those sites are just trying to make money.
You can complete and print your LLC Membership Certificate any time after your Limited Liability Company (LLC) is approved.
We recommend waiting until the state approves your LLC so that you have the correct LLC name and effective date on the LLC Membership Certificate.
The other time people might make Membership Certificates is if you add a Member to the LLC later. However, this isn’t required as LLC ownership is most often spelled out in the Operating Agreement.
Here are the steps for starting an LLC:
- Choose an LLC name and make sure it’s available
- Choose who will be your LLC Registered Agent
- File the LLC Articles of Organization
- Complete and sign an LLC Operating Agreement
- Get a Tax ID Number (EIN) from the IRS
- Open an LLC bank account
- Check whether you need a business or sales tax license in your state
If you’re ready to start your LLC, check out our step-by-step guides: How to start an LLC.
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.
Is there a way to also include who would get the membership shares in case if something happens to the current member? For example for a single member LLC, how can I husband, include in certificate that 100% share goes to my wife , in case something happens to me
Hi Annum, this would actually go in the LLC Operating Agreement. Another option is to create a Revocable Living Trust and have the Trust own the LLC.
Just to make sure I understand: if I am the majority owner and managing member then I can sign both certificates? Also, is the date of execution today’s date (date I’m signing it) or the date on our operating agreement? Thanks!
Hi Angelique, yes, you are correct. You can date them the same date as the LLC Operating Agreement. Hope that helps.
Very appreciated. Thank you!
You’re very welcome, Cindy :)
what it a foreign limited company is the single member of the LLC? who signs then?
Hi Stephen, that’s actually not possible. The reason why is a Foreign LLC isn’t a “separate” LLC or a “2nd” LLC. A foreign LLC is just a registration, not an actual LLC. For example, if you form an LLC in Delaware and register it is as foreign LLC in Pennsylvania, it’s still just 1 LLC (with 2 filings). To say it another way, a foreign LLC can’t own itself (or rather, its domestic LLC counterpart). Hope that helps.
Very grateful for all the information offered!
You’re very welcome Celinet!
Excellent, grateful!!
Happy to help Andre!