Wyoming Multi-Member LLC Operating Agreement Form

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A Wyoming multi-member LLC operating agreement is a legal document that is designed to document in writing, the proper formation of a multiple-member entity. The document will also provide a proper listing of the members, record their financial contribution and percentage of interests (ownership). It shall also provide a listing of the valuation endorsements of its members.

The state of Wyoming does not require any business to file this form, in order to conduct business within the confines of the state. Without the possession of the document, however, should the company be placed in the position of answering to the courts regarding any litigation, the laws could default to the state, leaving the members personally liable for any possible restitution to creditors or claimants. In other words, the completion and filing of this document will separate the members from the business and shall, therefore, protect the private assets and financial accounts of the members.

The members may wish to take it upon themselves, in doing their due diligence, to carefully review the document. Should any of the members find that they are not certain with regard to any aspect of the meaning of the document, they should consider working with an attorney for proper assistance and clarification. Once the document is complete, all signatures must be applied in the presence of a notary public.

How to Write

Step 1 – At the top of the document, submit the company name

Step 2 – Agreement –

  • Provide the agreement’s effective date in mm/dd/yyyy format
  • Enter the names of all contributing members

Step 3 – Company – Review the following titles. Provide additional required information as needed – Submit:

Formation –

  • The commencement date – mm/dd/yyyy
  • The name of the company

Name –

  • The business name to be used while conducting any company business
  • Purpose – Read

Office –

  • Enter the physical address being maintained while performing the principal business

Registered Agent –

  • Provide the name of the agent who was initially registered
  • Enter their business address

Term –

  • Apply the commencement date – mm/dd/yyyy

Review the titles as follows:

  • Names and Addresses of Members
  • Admission of Additional Members

Step 4 – Titled Sections and Subsections – Carefully review the following information:

  • Capital Contributions – subsections 2.1 through 2.3
  • Allocations of Profits and Losses; Distributions –  subsections 3.1 through 3.3
  • Indemnification
  • Powers and Duties of Managers, Section 5.1 – subsections 5.1.1 through 5.3
  • Salaries, Reimbursement and Payment of Expenses – subsections 6.1 through 6.3
  • Books of Account, Accounting Reports, Tax Returns, Fiscal Year, Banking – 7.1 through 7.4
  • Transfer of Membership Interest – 8.1 and 8.2 (subsections 8.2.1 through 8.2.5) – and 8.4 (subsection 8.4.1)  – 8.5 (subsections 8.5.1 through 8.5.5)
  • Dissolution – Review 9.1  (subsections 9.1.1 through 9.1.4), 9.2 (and subsections 9.2.1 through 9.2.3

Step 5 – General Provisions – Review the following titles:

  • Amendments
  • Governing Law
  • Entire Agreement; Modification
  • Attorney Fees
  • Further Effect
  • Severability
  • Captions
  • Notices

Step 6 – Additional Documents, Members’ Signatures and Notarization – Submit all signatures to the remaining documentation. Signatures must be entered while in the presence of a Notary Public –

  • Print or type members’ names
  • Members’ signatures

Listing of Members – Schedule 1 – Submit the following information:

  • The company name
  • An effective date – dd/m/yy
  • Members’ names
  • Members’ addresses
  • Print/Type members’ names
  • Members’ signatures

Listing of Capital Contributions -Schedule 2 – Enter the following:

  • The company name at the top of the page
  • Members’ names
  • Members’ respective contributions
  • Members’ percentages interest
  • Date the members’ signatures in dd/m/yy format
  • Members’ printed or typed names
  • Members’ signatures

Listing of Valuation of Members Interest – Schedule 3 – Provide:

  • The name of the company in the line at the top of the page
  • Members’ names
  • The members’ amount of their Valuation Endorsement
  • Date the members’ signatures in dd/m/yy format
  • Date each member’s signature

Step 7 – Notarization –

The notary will provide the information required to complete the document. They shall provide their signature and in acknowledgement, shall affix their official seal

All members must receive and retain a copy of the completed, acknowledged document for their records, before filing the original with the state.