A West Virginia LLC operating agreement is a written document that sets out how a limited liability company is run and how its members and managers deal with each other. The template on this page is built for a company with one member. State law lets all members of an LLC enter into an operating agreement, and the agreement need not be in writing.[1.2]
Last Updated: October 2026. This guide is reviewed and updated regularly to reflect current West Virginia law. If you notice an error or outdated information, please contact us.
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West Virginia law lets all members of a limited liability company enter into an operating agreement, which need not be in writing. The agreement regulates the affairs of the company and the conduct of its business, and it governs relations among the members, managers and company.[1.2] In the statute, an operating agreement is the agreement under section 1-103 concerning the relations among the members, managers and limited liability company.[1.1]
Except as otherwise provided in subsection (b) of this section, all members of a limited liability company may enter into an operating agreement, which need not be in writing, to regulate the affairs of the company and the conduct of its business, and to govern relations among the members, managers and company.
Three more rules in the statute show why the agreement matters.
West Virginia law itself shields members from the LLC's debts. Under the Uniform Limited Liability Company Act, which is Chapter 31B of the West Virginia Code, a member or manager is not personally liable for a debt, obligation, or liability of the company solely by reason of being or acting as a member or manager.[2.1]
The FormsPal template is an operating agreement for a company with one member. Answer the builder's questions above, or work through the form in its own order: company details first, then a few boxes to check, the signature, and three schedules. The steps below follow that order and name the part of the form each one covers.
Keep the finished agreement with the company's other records. If the member, managers or officers change later, update the agreement and its schedules.
To the extent the operating agreement does not otherwise provide, the West Virginia LLC chapter governs relations among the members, managers and company.[1.2] An agreement lets you set those terms yourself.
Yes. West Virginia law says all members of a limited liability company may enter into an operating agreement to regulate the company's affairs and business. It does not have to be in writing.[1.2]
Whatever the agreement leaves out is covered by the statute's default rules. To the extent the operating agreement does not otherwise provide, the chapter governs relations among the members, managers and company.[1.2]
The statute uses the term operating agreement, defined as the agreement under section 1-103 concerning the relations among the members, managers and limited liability company.[1.1] If a form calls the document an LLC agreement, check that it covers those same relations.
General information, not legal or tax advice.
