North Carolina LLC Operating Agreement Templates

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A North Carolina LLC operating agreement is a legal document that shall guide the members of any business in establishing various policies, procedures, duties, and member relations, among other vital aspects of the company.

The State of North Carolina does not require the creation and possession of this document by any business in order to do business within the State. That being said, absolutely all businesses must implement the document if the members expect to remain protected from liability in the event of any litigious actions brought against the company. The completion of the document will separate the obligations of the members from those of the business.

North Carolina Limited Liability Company Act – Chapter 57D

Operating Agreement Laws§ 57D-2-30

Definition – § 57D-1-03(23)

Table of Contents

By Type (2)


Multi-Member LLC Operating Agreement – For use by members of companies with more than one (1) member. The document will provide protections needed with regard to the personal interest of all members of the business.

Download: Adobe PDFMS Word (.docx)OpenDocument

 

 


Single-Member LLC Operating Agreement – For use by a sole proprietor where there would be only one (1) member running the business. The document will separate the single member from the business, protecting the member’s personal and financial assets.

Download: Adobe PDFMS Word (.docx)OpenDocument

 

 


How to Form an LLC in North Carolina (6 steps)

The North Carolina Secretary of State requires all business filings to be submitted under an operating name which is unique to the company and dissimilar to any other business name registered in the State. For this reason, it is best to Search for your Business Name in the State’s records prior to filing, thus ensuring the availability and uniqueness of the name.

Step 1 – Appoint a Registered Agent

Each LLC must nominate a Registered Agent as required by State law. A Registered Agent acts as a contact for the LLC, receiving annual filings and notices from government agencies on behalf of the company.

Step 2 – Which LLC Type

Your filing circumstances will dictate which type of LLC needs to be applied for. A new company formed within the State is considered a Domestic LLC while a preexisting business expanding into the State from an outside jurisdiction is called a Foreign LLC. Ensure you know which LLC type to apply for before proceeding.

Step 3 – Complete the Application

Download the appropriate application below and fill it in on your computer, or, print it off and use black ink.

*When submitting a Foreign LLC application, be sure to include a Certificate of Existence (or like document) which is less than six (6) months old and authenticated by an official in the initial jurisdiction.

Step 4 – Filing Fee

Enclose a check made payable to the ‘N.C. Secretary of State’ to cover the filing fee. The requisite filing fees are as follows:

  • Domestic LLC – $125
  • Foreign LLC – $250

Once the fee has been attached, place all articles in an envelope and send your filing package by mail to the following address:

Corporations Division, P.O. Box 29622, Raleigh, NC 27626-0622

Step 5 – Operating Agreement

LLCs are encouraged to draft an operating agreement to put in place a set of rules and regulations which will govern the general operation of the business. The agreement is not required in North Carolina, though without it the member(s) will have no proof of their initial investments and contributions to the company.

Step 6 – Employer Identification Number (EIN)

An Employer Identification Number (EIN) should be acquired after filing with the Secretary of State. This identifier is used by the Internal Revenue Service to keep track of the financial activity of entities registered in the country. If you would like to apply for an EIN, complete the Online Application or submit IRS Form SS-4 by mail.

(Video) How to Make an LLC Operating Agreement in North Carolina