Pennsylvania LLC Operating Agreement Template

Pennsylvania rules built into this template

• Governing statute: Pennsylvania Uniform Limited Liability Company Act of 2016 (15 Pa.C.S. ch. 88).
• State filings: The LLC must file an annual report with the Pennsylvania Department of State by September 30 each year (required beginning in 2025).

What the LLC Operating Agreement includes

1. Formation and Name
2. Purpose
3. Principal Office and Registered Agent
4. Members
5. Capital Contributions
6. Profits, Losses, and Capital Accounts
7. Tax Classification
8. Distributions
9. Management
10. Voting and Major Decisions
11. Limited Liability and Indemnification
12. Duties and Conflicts of Interest
13. Books, Records, and Banking
14. Transfer Restrictions
15. Death, Incapacity, or Withdrawal of a Member
16. Dissolution and Winding Up
17. State Filings and Compliance
18. General Provisions
19. Governing Law

Frequently asked questions

Does Pennsylvania require an LLC operating agreement?

Pennsylvania does not require an LLC to file an operating agreement with the state, but having a signed written agreement is strongly recommended. It sets ownership, voting, and transfer rules and helps show that the LLC is separate from its owners.

What annual filings does a Pennsylvania LLC have?

The LLC must file an annual report with the Pennsylvania Department of State by September 30 each year (required beginning in 2025).

What is the difference between the Standard and Professional LLC Operating Agreement?

The Standard edition is a complete, state-aware LLC Operating Agreement for common situations. The Professional edition adds longer clause coverage, schedules, and optional modules for more complex matters. You can preview either edition free before you pay.

LLC Operating Agreement templates for other states

• California
• Texas
• Florida
• New York
• Illinois
• Ohio
• Georgia
• North Carolina
• Michigan
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