Texas · Standard edition

Texas LLC Operating Agreement Template

Create a Texas LLC operating agreement online for a single-member or multi-member LLC. The Standard operating agreement covers members and ownership, capital contributions, profit allocation, tax classification, management, voting on major decisions, limited liability, transfers, dissolution, and Texas state filings.

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Texas rules built into this template

  • Governing statute: Texas Business Organizations Code (Title 3, Chapter 101), under which an LLC's operating agreement is its "company agreement".
  • State filings: The LLC must file an annual franchise tax report, including a Public Information Report, with the Texas Comptroller of Public Accounts, generally due May 15 each year. A company with revenue below the no-tax-due threshold still files the information report.

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 Texas require an LLC operating agreement?
Texas 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 Texas LLC have?
The LLC must file an annual franchise tax report, including a Public Information Report, with the Texas Comptroller of Public Accounts, generally due May 15 each year. A company with revenue below the no-tax-due threshold still files the information report.
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

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