Skip to content
All guidesStarting a company

Write the operating agreement before you need it

The filing makes the company. The operating agreement decides what happens when a partner leaves, stops working or wants out. Six questions to answer while everyone still agrees.

Noemi Szabo, Partner, companies and deals7 min read
Four colleagues gather around a laptop by a tall factory-style window

Forming an LLC in Ohio takes one form and a filing fee. The state never asks how you and your partners will split the profits, who can sign a lease, or what happens when one of you wants out. The operating agreement answers those, and most small companies don’t have one until the day they need it.

Six questions to answer now

  • Who owns what share, and what each person put in to get it
  • Who can sign contracts, borrow money or hire on the company’s behalf
  • How profits are paid out, and whether anyone draws a salary first
  • What happens if someone needs to put in more money and a partner can’t
  • How a partner leaves: the price, who can buy, and how it’s paid
  • What breaks a tie when two equal owners disagree

Why the buyout clause matters most

Most partner disputes we see come down to one partner leaving and nobody agreeing on what their share is worth. A formula written on day one, even a rough one, turns a lawsuit into a calculation.

When to update it

Revisit the agreement when a new owner comes in, when someone’s role changes, and before you take outside money. An agreement written for two founders rarely fits five.

This guide is general information about Ohio LLCs, not advice for your company. Every agreement should be written for the people signing it.

Have a company with no agreement?

We’ll write one for the partners you have now. Book a first call.

A first call doesn’t make us your lawyers; a signed engagement letter does.