Arizona LLC Operating Agreement

Key Takeaways

Arizona law doesn’t mandate an LLC to have an operating agreement.
However, crafting one is highly recommended to delineate internal operations, ownership structure, and member responsibilities, minimizing potential conflicts. Utilize our complimentary Arizona LLC Operating Agreement template to ensure compliance with state statutes.
To form an LLC in Arizona, you’ll need to file Articles of Organization with the Arizona Corporation Commission, appoint a statutory agent, and fulfill the requisite filing fee.

Arizona LLC Operating Agreement Templates by Type

Single Member LLC

Basic Single Member LLC Operating Agreement

Used 4,920 times

Are you required to uphold your limited liability corporation status in accordance with state law? If the business is sued, the owner’s assets may be safeguarded by this agreement.

Use Basic Single Member LLC Operating Agreement

When the ownership of an LLC in Arizona is held by a single individual, this operating agreement template is tailored to meet your needs.

Multi Member LLC

Multi-Member LLC Operating Agreement Template

Used 4,872 times

Ensure that your newly formed LLC is run the right way by having a multi-member operating agreement in place.

Use Multi-Member LLC Operating Agreement Template

In Arizona, when an LLC is co-owned by multiple individuals or entities, this operating agreement template is designed to facilitate smooth collaboration.

50/50 LLC

50/50 LLC Operating Agreement Template

Used 4,872 times

This free 50/50 LLC Operating Agreement template for businesses with equal ownership.

Use 50/50 LLC Operating Agreement Template

In Arizona, when two partners equally share ownership and management responsibilities within an LLC, this operating agreement template ensures clarity and fairness.

Member-managed LLC

Member-Managed LLC Operating Agreement Template

Used 4,919 times

A manager is chosen by the firm owners to oversee day-to-day operations in a manager-managed LLC. Use this Member-Managed LLC Operating Agreement Template right away.

Use Member-Managed LLC Operating Agreement Template

When management responsibilities of an LLC in Arizona are delegated to appointed members, this operating agreement template is the ideal choice.

Legal Requirements

An LLC Operating Agreement is a vital document that outlines a Limited Liability Company’s operational procedures and ownership structure. While not mandatory in every state, this agreement is highly recommended.
The agreement serves as a guide for the LLC, detailing the members’ roles and responsibilities, voting protocols, profit and loss distribution, and unique tax classifications. It also specifies each member’s daily duties, ensuring clarity in decision-making processes and conflict resolution.
The agreement should clearly state the LLC’s structure, which could be single-member, member-managed, or manager-managed. It should also outline the distribution of the members’ profits, losses, and assets, usually based on their initial investment.
The agreement should also include provisions for adding or removing members, specifying the benefits for new members and the entitlements for departing members. It should also detail the terms for dissolution, including how to divide the remaining assets after settling the debts.
Finally, the agreement should contain a severability provision and a standard legal clause. This ensures that if one part of the agreement is found to be invalid, the rest of the agreement remains enforceable.
Upon execution of the agreement, it’s recommended that each member retain an original copy for their records. This ensures transparency and clarity in the company’s operations and ownership.

How to Form LLC in Arizona

Establishing an LLC in Arizona involves a series of straightforward steps that can be accomplished with careful planning.

Naming: The initial step in forming an LLC is to select a unique name that accurately represents your business. This name must be distinguishable from other active companies in the state. You can check the availability of your desired name on the government department’s website overseeing business creation.
Registration: The next step is registering your LLC with the state after choosing a name. The process entails filing the required documents and settling the appropriate charges.
Registered Agent: Selecting a statutory agent is vital. This agent receives important state documents on behalf of the LLC. They must be an Arizona resident with a physical address or have an Arizona business office. A Statutory Agent Acceptance form must be filed with the Arizona Corporation Commission. If handling it independently, you can serve as your own agent or hire a service. Online LLC formation services typically offer registered agent add-ons. Alternatively, if hiring an attorney, they can act as your statutory agent.
File Articles of Organization and Publish them: First, file the Arizona Articles of Organization with the Arizona Corporation Commission (ACC). Then, publish a Notice of LLC Formation in a local newspaper. You must publish the notice within 60 days to maintain LLC status. The Articles of Organization include essential details such as the LLC’s name, management structure, and statutory agent.
Creating an Operating Agreement: An Operating Agreement is a key document that outlines the operational procedures and ownership structure of the LLC. It details the roles and responsibilities of the members, voting protocols, profit and loss distribution, and unique tax classifications. Each member should have a copy of this agreement.
Obtaining an EIN: If your LLC has more than one member, you must obtain an Employer Identification Number (EIN) from the IRS. This number is used for tax purposes.
Filing Annual Reports: Depending on the state, you may be required to file annual reports to keep your LLC in good standing. However, it’s not required for the state of Arizona.

Arizona LLC Laws

Significant changes have been introduced to Arizona’s legislation governing Limited Liability Companies. These changes, which came into effect on September 1, 2019, apply to all LLCs formed in Arizona on or after this date.

The new law will apply from September 1, 2020, to LLCs that existed before this date. The previous law, enacted in 1992, was repealed at this time.

The new law, known as the LLC Act, is based on the Revised Uniform Limited Liability Company Act, a uniform law adopted by many states. It brings about several key changes:

Formation: Under the new law, an Arizona LLC is formed by filing Articles of Organization with the Corporations Commission. This document must include the names and addresses of all members if the LLC is member-managed or all managers and members owning 20% or more of the capital or profits if the LLC is manager-managed. Any changes to this information must be reflected in amendments to the articles.
Statutory Agent: An LLC is required to assign a statutory agent who has a place of business or residence in the state, and the agent must be maintained. The agent must forward any process, notice, or demand about the LLC it receives or serves. Failure to comply with this requirement can lead to administrative dissolution.
Management: The new law contains more default provisions than the previous law, and in some cases, there are different default provisions. These default provisions will govern the LLC unless the operating agreement provides otherwise.