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CaliforniaCalifornian LLC operating agreement template - free, customizable, attorney-reviewed structure.
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California · State-specific
Operating agreement template for California LLCs

Californian LLC operating agreement template.

Free customizable operating agreement designed for Californian LLCs. Includes state-specific provisions, customize bracketed fields, and download in seconds. In California, an operating agreement is required by statute.

Free
Template
for your state
State-specific
Provisions
required clauses included
Editable
PDF + Word
download
LLC
Single + Multi-member
both supported
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Californian LLC quick facts

Key state filing details.

Filing fee
$70

Cost to file Articles of Organization with the California Secretary of State.

Processing time
3-5 business days

Typical California state filing turnaround for new LLC formation.

Annual report
$820 · Statement of Information bi-annually

Ongoing state compliance filing required to maintain good standing.

State authority
sos.ca.gov

Where Californian LLC filings are submitted and stored.

California specific
State-specific note

California Revised Uniform LLC Act (RULLCA) requires operating agreement (Corp. Code § 17701.02). Statement of Information ($20) due within 90 days of formation, every 2 years thereafter.

Tax treatment
California

$800 minimum franchise tax + LLC fee (revenue-based) + state income tax.

What goes in a Californian operating agreement

Standard sections.

01

Formation

States that the LLC is formed under California law. References the Articles of Organization filed with the California Secretary of State.

02

Purpose

Business purpose. Most Californian LLCs use broad "any lawful business" language.

03

Members and ownership

Lists each member by name, address, ownership percentage, and capital contribution.

04

Management

Member-managed or manager-managed. California default rules apply absent operating agreement.

05

Distributions and allocations

How profits and losses are allocated; when distributions are made; tax distributions.

06

Voting

Decision thresholds for ordinary business vs major decisions (admit members, sale, dissolution).

07

Transfer restrictions

Right of first refusal on member transfers. Drag-along and tag-along rights.

08

Buy-sell on departure

What happens on death, disability, divorce, bankruptcy, or voluntary withdrawal.

09

Dissolution

Events triggering dissolution. Wind-up procedures under California law.

10

Governing law

California law governs the operating agreement.

Customize your Californian operating agreement.Interactive form builder: fill in fields, see live preview, download .txt or print PDF.
FAQ

Californian operating agreement questions.

Is an operating agreement required in California?
In California, an LLC operating agreement is required by statute. Banks, lenders, and counterparties typically expect to see one regardless of state requirements.
What does it cost to form an LLC in California?
The Californian LLC filing fee is $70. Annual report (where required) is $820.
How long does Californian LLC formation take?
California state processing is typically 3-5 business days.
Where do I file the operating agreement?
Nowhere. The operating agreement is an internal document not filed with the California Secretary of State. Only Articles of Organization are filed publicly.
Can I use this template if I plan to elect S-Corp tax status?
Yes. The template is compatible with S-Corp election. Update the tax classification provision when you file Form 2553.
What if I have multiple members?
Use the multi-member template instead. It covers ownership splits, voting, buy-sell, and transfer restrictions for Californian LLCs with two or more members.
Does this need to be notarized in California?
Generally no. Californian operating agreements are typically signed and stored without notarization. Some banks may request notarization for their records.
What if my LLC operates in multiple states?
Form in California, then file foreign qualification in each other state. The operating agreement remains the same; the entity registers as a foreign LLC in each additional state.

Form your Californian LLC.

$0 service fee. $70 California state fee. EIN, BOI, and registered agent included.

Template is educational. Specific situations may require attorney review.

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On the $129/yr Compliance Annual Filings plan, we cover state late fees.

When you autofile your annual report through the $129/yr plan and we miss the deadline, we pay the state's late fee. The guarantee applies to that specific plan and the filings it includes. Other File.Business services are billed at the prices on this page.

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