Amending your LLC’s Operating Agreement is a pretty straightforward task: members need to approve the change and then you need to document it. Amendments don’t need to be filed with the state; you just need to keep the amendment with your Operating Agreement as an internal document.
Steps for Amendment
The operative clause will state that there can be changes to the document and must be written out in full. Make a list of the specific changes that need to be made to the original Operating Agreement. Draft a new Operating Agreement that reflects these changes superseding the old existing operating agreement. Have all members sign it after a lawyer reviews it to ensure it is legally sound. Get it notarized.
An amendment is a document stating modifications to the original operating agreement signed by all members, becoming part of the agreement. Some companies require 100% approval by members while others require a majority. If changing information on your Articles of Formation, file the amendment with the state.
Using an operating agreement amendment ensures proper process, eliminating possible errors. Being compliant with state regulations and laws is critical. What does an operating agreement amendment need to include?
Once familiar with amendment requirements, amend the agreement by:
- Drafting the proposed amendment
- Holding a vote
- Memorializing the vote
- Filing appropriate documents
Changing Your LLC’s Name
To change an existing LLC name:
- Check name availability
- Approve resolution to change name
- Amend Articles of Organization
- Update operating agreement
FAQ
Can you change the operating agreement of an LLC?
Yes, changing the operating agreement of an LLC is possible and straightforward by following the prescribed steps and ensuring all members approve the proposed amendments.
How often should you update your operating agreement?
While there’s no set frequency, it’s best to update your operating agreement whenever there are significant changes to the LLC’s structure or operations that warrant modification of the document.