LLC Operating Agreement (template + instructions)
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Next Step
After you’ve completed and signed your Massachusetts LLC’s Operating Agreement, you can then proceed to the next Lesson: Federal Tax ID Number (EIN).
Founder & Educator, LLC University®
Matt Horwitz has been the leading expert on LLC education for the past decade. He founded LLC University in 2010 after realizing people needed simple and actionable instructions to start an LLC that other companies weren't offering. He's cited by Entrepreneur Magazine, Yahoo Finance, and the US Chamber of Commerce, and was featured by CNBC and InventRight.
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.
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.
MASSACHUSETTS LLC GUIDE
Follow the lessons below to form your Massachusetts LLC.
Does Massachusetts require a notarized copy of the agreement? Thank you.
Hi Terry, no, you’re not required to have your Operating Agreement notarized. Hope that helps.
Do all members have to sign the Operating Agreement?
Hi Priscilla, yes, all LLC Members need to sign the Operating Agreement.
What should I put for “duration” in the Operating Agreement?
Hi Mike, most filers use “perpetual” for the duration of their LLC. It simply means the LLC is open indefinitely until you choose to shut it down (via filing a Dissolution). An alternative (which is rarely used) is to have the LLC dissolve on a certain date in the future. Hope that helps.
Hi Matt, where do I file or send the completed form?
Hi Lisa, the LLC Operating Agreement is an “internal” document. You just keep it with your business records. It doesn’t get sent to the state or to the IRS.
Hi Matt, where do you mention you are a passive investor?
Hi Prashanth, you can hire an attorney to custom draft an LLC Operating Agreement or you can consider having the LLC be a Manager-Managed LLC where you are just an owner (Member), but you don’t run the business and day-to-day operations (a Manager). Here’s a Manager-managed LLC Operating Agreement you can download. It’s in Microsoft Word format.
I STARTED MY LLC ITS FILED AND APPROVED, BUT HOW DO I OBTAIN MY CERTIFICATE OF ORGINZATION IN MASSACHUSETTS , I NEED IT IN ORDER TO START. A BUSINESS BANK ACCOUNT
Hi Frankie, you’ll need to visit the state’s website to download your LLC’s approved Certificate of Organization. Please see this page: Massachusetts LLC Certificate of Organization and look for the “approval” paragraph for instructions. Hope that helps.