Maryland LLC Operating Agreement Templates

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A Maryland LLC operating agreement is a document that is designed to guide member-managed entities or sole proprietors through the process of establishing the various procedures and policies according to the type of business. The State of Maryland does not require any business operating within the State to complete and file this information. However, any decision to refuse the completion of this document, in the event of any form of litigation, bankruptcy, or any other liability, the members are risking their personal and financial assets to satisfy debts or claims against the company of which they are a member or owner. The owner/members must also consider that without placing this document into effect within the business, they would also deny the business the tax benefits that the business would have a right to if the document is implemented.

Limited Liability Company ActTitle 4A

Operating Agreement Laws – § 4A–402

State Definition – § 4A–101(p)

By Type (2)

Multi-Member LLC Operating Agreement – For use by companies who will have more than one (1) contributing, managing member to properly and collectively establish the policies and procedures within the company. All members must be in unanimous agreement prior to the application of signatures within the document.

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Single-Member LLC Operating Agreement – For use by sole proprietors or single owners so that they may establish various procedures, policies, etc. This agreement would be entered into between the owner of the business and the agreement itself.

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Table of Contents

How to Form an LLC in Maryland (5 steps)

Each applicant should Confirm the Availability of their business name before officially applying for registration in Maryland. The State Department of Assessments and Taxation has provided filers with the ability to search their records to view all entities currently registered. If the searched business is listed and operated under by an active entity, the name is unavailable.

Step 1 – Nominate a Registered Agent

The Registered Agent will handle service or process notices and other state filings on behalf of the LLC. In Maryland, the Registered Agent may be a resident of the State or a corporation currently operating in the State.

Step 2 – Entity Type

There are two fileable LLC types in the State; Domestic and Foreign. An entity formed within the State is considered a Domestic LLC while a Foreign LLC is an entity initially formed in an outside jurisdiction.

Choose your entity type and filing method from the following list:

*A Certificate of Existence (or like document) must be included with all Foreign LLC applications.

Step 3 – Filing Fee

A $100 fee is required to process all LLC filings (an additional $50 may be added if you’d like to expedite the filing time).

Those filing by mail should enclose a check made payable to the ‘State Department of Assessments and Taxation’ and send all articles to the following address:

State Department of Assessments and Taxation, Charter Division, 301 W. Preston Street; 8th Floor, Baltimore, MD 21201-2395

Step 4 – Operating Agreement

LLCs in the State of Maryland are not required to implement an operating agreement. However, it is recommended that one be drafted to provide legal evidence of the member(s) interest in the LLC, which is useful in the event of legal disputes between individuals of a multi-member LLC.

Step 5 – Employer Identification Number (EIN)

After filing your LLC in the State, you should immediately apply for an Employer Identification Number (EIN) from the Internal Revenue Service. This number is necessary to legally hire employees and perform financial transactions under the company name. Apply for an EIN by:

(Video) How to Make an LLC Operating Agreement in Maryland