Have All Members Signed the Operating Agreement?

Important Question: Have all the members of your LLC signed the LLC’s Operating Agreement?  If not, please make sure the members sign this very important document immediately.

I cannot tell you how many times people have asked me to review their LLC formation documents, including their Operating Agreement, and I find that the members of their LLC never signed any of the formation documents. Have the members and managers of your LLC signed the Operating Agreement, organizational resolutions contained in the LLC portfolio and has a manager signed the membership certificates?  If you purchased our Bronze formation package you do not have the latter two documents. Have copies of all the organizational documents signed by the members been given to all members?

Recently a client brought in a binder with a lot of LLC formation documents that the client obtained from LegalZoom. I reviewed the Operating Agreement and noticed two problems: (1) neither of the two members had signed the document, and (2) the Operating Agreement indicated that a third person was a member and a signer. I asked my client who the third person was and he said he didn’t know. The only two members of the company were supposed to be he and his wife.  Why did the members neglect to review the LLC’s most important document?

Unfortunately, all too often people do not sign their LLC’s Operating Agreement. If you do not sign the Operating Agreement, it is worthless. In the case I mentioned above, the man’s wife had died and could no longer sign the Operating Agreement. The best time to get all the members to sign an Operating Agreement is immediately after forming the company. The longer that time passes without the members signing an Operating Agreement, the more likely it is that they will never sign the Operating Agreement.

If you signed the Operating Agreement, then you are to be congratulated. If your LLC’s Operating Agreement remains unsigned, you should not delay any longer. Take charge and make sure all the members sign the Operating Agreement without further delay.

If the members have not signed the Operating Agreement because it needs to be modified, we are happy to modify the document. Please call Arizona LLC attorney Richard C. Keyt (480-664-7472) to discuss changes. Ricky can advise you with respect to changes, answer questions and modify the Operating Agreement to conform to the members’ wishes. He charges $295 per hour to modify the Operating Agreement.