Missouri LLC Operating Agreement

A newly-established business organization members use the Missouri LLC Operating Agreement Template to set forth their rights, duties, affairs, capital contributions, membership principles, and other business-related data that helps prevent them from unwanted professional disagreements. The standard paper contains up to 16 pages, each of them containing details about the provisions mentioned above. Some fields are fillable, whereas several pages presented in the document comprise information that the responsible people must consider.

Depending on the LLC type (single-member or multi-member), the internal operating procedures and management policies vary in the document. You can learn more about LLC operating agreement template in our guide.

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Please make sure that you have studied all the provisions carefully. If you do not entirely understand any information indicated in the paper, do not hesitate to ask for legal assistance. Once you are satisfied with the agreement terms and conditions, you can append a signature and indicate the calendar date the agreement comes into force.

Missouri LLC Laws and Definition

Drafting an LLC Operating Agreement is required by Missouri state law. Chapter 347 of the state statutes describes the merger and consolidation of business organizations, while Section 347.057 protects the company’s managers from being liable for any debt or other financial obligation. It is important to note that according to Section 347.061, all property delivered to the company belongs to the LLC itself and not to its members.

All relevant details about the contents, policy statement, enforceability, and remedies that have to be indicated in the Missouri operating agreement are described in Section 347.081. As stated therein, Sections 347.010-347.187 provide the exhaustive information to compile an agreement by the freedom of contract principle and its enforceability. You can also find data that helps enforce an already valid LLC Operating Agreement even if it does not entirely comply with the given Sections’ subdivisions.

The state-accepted definition of an LLC is represented in Section 347.015(13). You can study its contents by yourself or refer to the following section of our brief review to get acquainted with the terms as they appear in the contract. Here are some of them below:

  • Authorized Person. Usually, it is the LLC manager. If members of the company are allowed to perform management functions, they might also become authorized persons.
  • Foreign LLC. It is referred to as a limited liability company that has been organized under any jurisdiction other than the state of Missouri.
  • Real Property. It may be land, an interest, share, leasehold, or estate inland.
  • Event of Withdrawal. An event that causes the member of the company to cease their membership.
  • Business. This term includes every trade, occupation, or profession performed for commercial purposes.

Popular Local Operating Agreement Forms

An LLC operating agreement lets you organize your financial and working terms with your co-owners in a manner that fits your company. Below are the state-specific operating agreements our users research most often.


Steps to Forming an LLC in Missouri

We have drafted step-by-step instructions for you to follow while registering a new LLC. Use them during the legal process for your convenience.

Naming the LLC

There are specific rules that an LLC owner should follow to register the name of their company. First, make sure that it does not contain any variation of “Corporation,” whether it is “Inc.,” “Corp.,” or any other similar wording. Then, check that your company name does not include any words or phrases that may confuse your potential clients with a governmental agency. Do not forget to add “LLC,” “L.L.C.,” or “Limited Liability Corporation” at the end of the chosen brand name.

Once you have figured out the name, use an open database to see whether this naming is available for use.

Registered Agent

A registered agent is an individual or an entity that you designate to represent your LLC’s interests. This person or organization will receive your correspondence, tax notices, and other relevant documentation. Therefore, they should possess a physical mailing address (note that PMBs or CMRAs are not allowed in the state).

Articles of Organization

Articles of Organization is a legal paper serving as your LLC’s registration certificate. To get one, you will need to provide your entity’s name, registered agent, and the services your company offers.

You should also pay an application fee of $50 if you submit a request online and $105 if you file by US mail. Remember that an online application is immediate, while receiving a written reply via mail may take over five calendar days.

Missouri LLC Operating Agreement

Unlike most other states, Missouri obliges its residents willing to create an LLC to develop Operating Agreements.

Federal Tax ID Number

Wait until your LLC is registered and then apply for an FTIN. It is an official state number, similar to the SSN of an individual, and is required by the IRS to gather taxes. If you wish to open an LLC bank account, file taxes and tax reports at the federal level, employ staff, get a business credit card, or apply for business licenses, you will most definitely need it.

Yearly Financial Reports

One more difference that distinguishes Missouri LLCs from those in most other states is that you must not file an Annual Report here. Typically, the local authorities (usually the Secretary of State) may request the paper to check whether you comply with the state norms submitted on a due date every calendar year.

Published: Mar 24, 2021