LLC Operating Agreement · California
California Single-Member LLC Operating Agreement (2026)
For an LLC with one owner: management, separateness to protect limited liability, distributions and a successor designee. Not required in writing: the agreement may be oral, written or implied, even for a single member (Corp. Code §17701.02). Some rules can only be changed by a written agreement (§17701.10).
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California LLC operating agreement: key facts
- Is a written operating agreement required?
- Not required in writing: the agreement may be oral, written or implied, even for a single member (Corp. Code §17701.02). Some rules can only be changed by a written agreement (§17701.10).
- State LLC law
- California Revised Uniform Limited Liability Company Act (Corporations Code §17701.01 et seq.)
- Default rules
- Member-managed unless the articles say otherwise (§17704.07). Ordinary matters: majority of members; matters outside the ordinary course and amendments: all members.
- Filed with the state?
- No. The operating agreement is an internal document kept with the company records.
Official sources: Cal. Corp. Code §17704.07 · Cal. Corp. Code §17701.10 · Last reviewed: October 2026
Frequently asked questions
- Is an operating agreement required in California?
- Not required in writing: the agreement may be oral, written or implied, even for a single member (Corp. Code §17701.02). Some rules can only be changed by a written agreement (§17701.10).
- Do I need one if I am the only member?
- It is strongly recommended: it helps show the LLC is separate from you, which protects your limited liability, and banks often ask for it.
- Is the operating agreement filed with the state?
- No. The operating agreement is an internal document kept with the company records.
- Do you ask for Social Security numbers?
- No. The EIN is optional and we never ask for an SSN or bank account number.
- Can I get it in Spanish?
- Yes. You sign the English agreement and also receive a Spanish reference translation and Spanish instructions.
DoneDoc provides self-help forms and is not a law firm. We recommend having your document reviewed by a licensed attorney in your state before signing.
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