Michigan LLC Operating Agreements (2)

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Updated June 22, 2022

A Michigan LLC operating agreement outlines how a company will function and includes each member’s ownership interest. For an entity with more than 1 member, it is important to have written as there is no other document that records company ownership. Once the document is written it should be signed and kept by each member. If any changes are made to the agreement, an amendment must be signed by all members and attached.

Is an Operating Agreement REQUIRED in Michigan?

No. Michigan state law does not require LLCs to implement an operating agreement.

By Type (2)

Single-Member LLC Operating Agreement – For use by sole proprietors who would like to prepare and file the document within their state to establish procedures, policies, and purpose of their single owner company.

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Multi-Member LLC Operating Agreement – For use by companies who have more than one (1) member who would like to collectively establish, by unanimous agreement, full company policies and procedures. They will also have the ability to establish member and financial protections.

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Table of Contents

How to Form an LLC in Michigan (6 steps)

Individuals filing in the State of Michigan should confirm the availability of their business name before commencing with their LLC registration. The State allows filers to search the Corporations Division’s records to confirm that any name chosen is indeed available and not similar to that of any other name currently registered.

Step 1 – Choose Registered Agent

Included in the initial formation documents must be the name and address of your Registered Agent. The Registered Agent is an individual or corporation appointed by the LLC to receive correspondence on the company’s behalf.

Step 2 – Which Type

Choose your entity type from the following options:

*Foreign applicants must include with their filings a Certificate of Good Standing to prove the validity of their organization.

Step 3 – Attach the Filing Fee

Both Foreign and Domestic applications must include a $50 non-refundable filing fee, payable by check or money order. Have your remittance made out to the ‘State of Michigan’ and attach it to your filings.

Step 4 – Submit your Application

You may submit your application to the State by mail or in person. If filing by mail, send your documents to the first address listed below. Otherwise, deliver it by hand to the second address.

Michigan Department of Licensing and Regulatory Affairs Corporations, Securities & Commercial Licensing Bureau, Corporations Division, P.O. Box 30054, Lansing, MI 48909


2501 Woodlake Cir, Okemos, MI 48864

Step 5 – Operating Agreement (optional)

An LLC operating agreement is a written document that the managing member(s) may implement upon filing for formation in the State. The agreement provides legal documentation of the financial interest of each member which will be quite useful in the event of litigation or legal disputes between members.

Step 6 – Employer Identification Number (EIN)

The Internal Revenue Service, in almost all cases, requires a business to obtain an Employer Identification Number (EIN). This identifier will be necessary if the LLC wishes to pay employees or open bank accounts. To apply for an EIN, complete the Online Application or submit Form SS-4 by mail.


“Operating Agreement” Definition

“Operating agreement” means a written agreement by the member of a limited liability company that has 1 member, or between all of the members of a limited liability company that has more than 1 member, pertaining to the affairs of the limited liability company and the conduct of its business. The term includes any provision in the articles of organization pertaining to the affairs of the limited liability company and the conduct of its business.