Important Nevada LLC Operating Agreement Clauses

The Nevada LLC Operating Agreement is one of the most, if not the most, important governance documents for a Nevada LLC. While the Operating Agreement is not mandatory in the State of Nevada, it is highly recommended that an Operating Agreement be agreed upon and be in place for any Nevada LLC with more than one member. While the Nevada Revised Statutes guide in the absence of an Operating Agreement, courts generally defer to the terms of a Nevada LLC Operating Agreement to resolve any issues that might arise in the LLC and its operations. Some of these Important Nevada LLC Operating Agreement Clauses are listed below.

Basic Nevada LLC Operating Agreement Clauses

Most Nevada LLC Operating Agreements have standard clauses. Such clauses include the name of LLC, the business conducted by the LLC, the location of the LLC’s offices, information on the registered agent, who the Members of the LLC are, what the ownership percentage is of the Members, capital contributions of the Members, roles and responsibilities of the members, how members are compensated, and other similar terms.

Specific Nevada LLC Operating Agreement Clauses

To be effective, operating agreements must also contain provisions for any limitations on the members given their roles (access to bank accounts, engaging in contracts with others, etc.), guidelines on selling or transferring membership interests between members as well as to third parties, how the company shall vote, and what percentage of the Members need to vote for certain issues to be resolved (new business, taking on a new member, etc.).

Miscellaneous Nevada LLC Operating Agreement Clauses

Nevada LLC Operating Agreements need to have additional clauses regarding dispute resolution, venue (should a dispute arise), arbitration (if the Members agree), how to make amendments to the Operating Agreement, etc. In addition to the clauses above, a Nevada LLC Operating Agreement must reflect clauses and terms specific to the industry and to the business conducted by an LLC.

At Raich Law PLLC, we have drafted countless Operating Agreements in many industries and sectors and are aware of some key ideas to include in such Operating Agreements. If you would like to discuss drafting an Operating Agreement for your LLC or if you’d like a review of your LLC’s Operating Agreement, we will be glad to assist you. Give us a call at (702) 758-4240 – the Consultation is Free so you have nothing to lose!

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