Operating Agreement
(Manager-Managed, Multiple Members) (Short Form) (MA LLC)

Summary

This template is a short form operating agreement for a Massachusetts limited liability company (LLC) that is manager-managed with multiple members. This template includes practical guidance, drafting notes, and alternate clauses. Massachusetts law does not require that an LLC adopt a written operating agreement; however, written operating agreements are strongly recommended, particularly for multi-member LLCs. Statutory default provisions concerning the operation of an LLC will apply in many cases unless an operating agreement provides otherwise. Counsel should note that great latitude is afforded to limited liability companies in terms of economic, voting, and tax matters and, accordingly, careful consideration should be given to the particular needs of a given enterprise. Consultation with tax counsel is advised in connection with the negotiation and terms of an operating agreement. For a detailed checklist presenting key issues for consideration when drafting an operating agreement for a Massachusetts LLC, see Operating Agreement Checklist (MA LLC). For other versions of Massachusetts LLC operating agreements, see Operating Agreement (Member-Managed, Single Member) (MA LLC), Operating Agreement (Member-Managed, Multiple Members) (MA LLC), and Operating Agreement (Manager-Managed, Multiple Members) (MA LLC). For more resources on Massachusetts LLCs, see Limited Liability Company Resource Kit (MA).