Starting a company with co-owners, taking on a business partner, or setting up your LLC — and you need the agreement that says who owns what and who runs it? An operating agreement — also called an LLC operating agreement, a multi-member (or single-member) operating agreement, a partnership agreement, or a shareholder / buy-sell agreement — is the DEFINITIVE governance contract the owners of a company sign to set out ownership, capital, management, profit / loss sharing, transfers and what happens when someone leaves. It's the internal constitution of the business (distinct from the deal-side LOI or purchase agreement), and it's what a partnership / joint-venture letter of intent matures into. PaperKit builds the right one: pick the entity — MULTI-MEMBER LLC, SINGLE-MEMBER LLC, GENERAL PARTNERSHIP, or LIMITED PARTNERSHIP (this sets the title and whether the owners are Members or Partners) — then pick how it's run, which rewrites the management section: MEMBER-MANAGED (the owners run it), MANAGER-MANAGED (appointed managers run it), or PARTNER-MANAGED. Then just add the owners in a table — each one's name, capital contribution and ownership % — and it does the math: total capital, and if you leave the percentages blank it splits ownership in proportion to what each owner puts in, always totalling up. Every clause an operating agreement expects is laid out and toggleable: formation & name, purpose, principal office & registered agent, term, capital contributions & the ownership table, capital accounts, additional capital / capital calls, allocations & distributions (pro-rata or as agreed), management & the reserved 'major decisions', voting, books, records & tax treatment, transfer restrictions with a right of first refusal & buy-sell, admission & withdrawal of owners, dissolution & winding-up, indemnification & limited liability, an optional owner non-compete & confidentiality, and optional binding arbitration — plus governing law and extra terms. It's self-drafted: the organizing owner reviews and e-signs online, every other owner signs on their printed signature line, and you download the clean PDF, with an optional notary block. (This is a template, not legal advice; LLC and partnership statutes, tax elections, securities rules and fiduciary duties vary by state and by entity — confirm yours before relying on this form.)
The big lever — it sets the title and the language throughout (Company vs Partnership, Member vs Partner).
Multi-member LLC — two or more members owning membership interests, with limited liability and pass-through tax by default.
The lever that rewrites the management section — the owners themselves, appointed managers, or the partners.
Member-managed — the members run the business themselves; ordinary decisions go by a majority of membership interests, major decisions by the consent set below.
Add each owner, what they contribute, and their ownership %. Leave the % blank and we split ownership in proportion to the capital each puts in.
The member setting this up. You draft and e-sign online; every other owner signs on the printed signature line.
Turn on what applies. Pro-rata profit/loss, transfer restrictions, dissolution and indemnification are on by default.
A real, section-by-section operating agreement with a capital & ownership table. The entity type sets the terminology; the management choice rewrites who runs it. Publish to get a hosted link you can e-sign online.
$9/mo — remove the DRAFT watermark + “Made with PaperKit” badge, unlimited clean-PDF operating agreements, and Pro across every tool.
An operating agreement is a template for convenience, not legal advice. It is the governing contract among a company's owners — LLC and partnership statutes, tax elections, securities rules and fiduciary duties vary by state and by entity. PaperKit is not a law firm and records electronic execution via the signer's typed name; confirm your requirements before relying on this form.