Although not required, LLC members may adopt an operating agreement for the company, which may also be amended and repealed as allowed by the agreement or applicable law. The articles of organization may contain restrictions or prohibitions on the power of the members to adopt, amend, or repeal an operating agreement. If there is more than one member, any operating agreement shall initially be agreed to, in writing, by all of the members.


A limited liability company must have one or more members. Requirements:

  • Minimum Number of Members: One or more
  • Eligibility Requirements: A natural person or an entity
  • Procedure for Membership: The member may acquire an interest in the LLC at the formation of the LLC or at the time provided in, and upon compliance with, the operating agreement or, if the operating agreement does not so provide, when the person’s admission is reflected in the records of the LLC. After the formation of a LLC, a person is admitted as a member directly from the LLC and a person to be admitted as a member of the LLC without acquiring a membership interest in the LLC, at the time provided in and upon compliance with the articles or operating agreement or, if the articles or operating agreement do not so provide, upon the consent of all members and the person’s admission being reflected in the records of the LLC

Resignation of Membership

Certain prohibitions exist surrounding the ability of a member to resign from the company. The articles of organization or a written operating agreement may provide for other events the occurrence of which result in a person ceasing to be a member of the limited liability company

  • Except as otherwise provided in the articles of organization or a written operating agreement, a member may not withdraw from the limited liability company


The contributions of a member to the limited liability company may be in cash, tangible or intangible property, services rendered, or a promissory note or other obligation to contribute cash or tangible or intangible property, or to perform services.