A limited liability company’s operating agreement or company agreement is similar to a corporation’s shareholder agreement, and provides for the management of the LLC, and the rights and duties of the owners of the LLC (members) and the managers of the LLC, if any.

Specifically, the LLC operating agreement should address the company’s finances, capital contributions, percentages of ownership, voting rights, meetings, notices, buyouts, distribution of profits and losses, officers, and other matters. Limited liability companies generally may be managed by the members or by appointed or elected managers.

In Pennsylvania, a limited liability company (LLC) is governed by the Pennsylvania Limited Liability Company Law of 1994, as amended. An LLC's operating agreement is a key document that outlines the management structure and the rights and duties of its members and managers. While not required by Pennsylvania law, it is highly recommended to have an operating agreement to provide clear guidance on the company's operations and to avoid default state rules. The operating agreement should detail the financial arrangements, including capital contributions and the allocation of profits and losses. It should also specify ownership percentages, voting rights, procedures for meetings and notices, and terms for buyouts or transfers of membership interest. Additionally, the agreement can establish the roles of officers and the management structure, indicating whether the LLC will be member-managed or manager-managed. Without an operating agreement, the LLC will be subject to the default provisions under Pennsylvania law, which may not align with the members' intentions.