Michigan LLC Operating Agreement
Set out who owns your Michigan LLC, who manages it, and how profits are split — and download a print-ready PDF. Single-member or multi-member. Free, no signup. The preview updates as you type.
Maintained by Rapi Stack · Every state-specific figure on this page is cited to its statute or official agency page · Dataset last verified 2026 · Not legal advice.
Michigan LLC act rules · as of 2026
- Required by law?
- No — but strongly recommended
- Recognized form
- "a written agreement by the member of a limited liability company that has 1 member, or between all of the members of a limited liability company that has more than 1 member" — MCL 450.4102(2)(r) (written only)
- Governing act
- Michigan Limited Liability Company Act (MCL 450.4101 et seq., 1993 PA 23)
Without an agreement: Distributions shared in equal shares among members (per capita) for LLCs formed on or after July 1, 1997 (older LLCs keep contribution-based sharing unless changed) — MCL 450.4303. Source: MCL 450.4102(2)(r) · verify ↗.
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Why your Michigan LLC needs this — even single-member
- It overrides the default rules. Without an agreement, the Michigan Limited Liability Company Act (MCL 450.4101 et seq., 1993 PA 23) decides how profits are split and who can act for the company — not you.
- It protects limited liability. A written agreement is core evidence that the LLC is a real, separate entity.
- Banks and lenders ask for it. Opening a business account or getting a loan routinely requires it.
Michigan law
No — Michigan does not require an operating agreement (as of 2026): No requirement to adopt one — but Michigan is unusual: the statute recognizes only WRITTEN operating agreements; an oral arrangement is not an "operating agreement" under the Act, so statutory defaults govern unless there is a writing.. But without one, the default rules of the Michigan Limited Liability Company Act (MCL 450.4101 et seq., 1993 PA 23) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: MCL 450.4102(2)(r). Check the current Michigan LLC rules before relying on any default.
Frequently asked questions
Is an operating agreement required in Michigan?
No — Michigan does not require an operating agreement (as of 2026): No requirement to adopt one — but Michigan is unusual: the statute recognizes only WRITTEN operating agreements; an oral arrangement is not an "operating agreement" under the Act, so statutory defaults govern unless there is a writing.. But without one, the default rules of the Michigan Limited Liability Company Act (MCL 450.4101 et seq., 1993 PA 23) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: MCL 450.4102(2)(r).
Does the operating agreement get filed with the state?
No. Unlike the formation certificate (articles of organization), the operating agreement is an internal document — you sign it, keep it with your records, and give each member a copy. Banks, lenders, and courts may ask to see it, but no Michigan agency records it.
Can the agreement be oral in Michigan?
Michigan's statute recognizes: "a written agreement by the member of a limited liability company that has 1 member, or between all of the members of a limited liability company that has more than 1 member" — MCL 450.4102(2)(r) (written only) (MCL 450.4102(2)(r)). Even where oral or implied agreements count, put yours in writing — proving an oral term in a dispute between members is exactly the fight the document exists to prevent.
How does Michigan compare? See which states actually require an operating agreement, every claim cited to the state LLC act.
How Michigan compares
Computed from our 51-jurisdiction dataset (as of 2026). Source for Michigan: MCL 450.4102(2)(r) ↗.
- Michigan is one of 47 of 51 jurisdictions that leave the operating agreement optional (statutory default rules apply without one) (4 require an LLC to have an operating agreement).
The rest of what Michigan requires
The figures below are Michigan's, not national averages — each one is the value we verified for this state, with the statute it comes from. Follow a row to the full Michigan page for that document.
- Security deposit cap · as of 2026
- 1.5 months' rent Mich. Comp. Laws §554.602 ↗
- Deposit return deadline · as of 2026
- 30 days after move-out Mich. Comp. Laws §554.602 ↗
- Notice to end a month-to-month tenancy · as of 2026
- 30 days Mich. Comp. Laws §554.602 ↗
- Notice for unpaid rent · as of 2026
- 7 days to pay or quit MCL 554.134 ↗
- Notice to cure a lease violation · as of 2026
- 30 days MCL 554.134 ↗
- Small claims limit · as of 2026
- $7,000 MCL 600.8401 (limit); MCL 600.8408 (no attorneys); MCL 600.8420 (fees) ↗
- Where you file · as of 2026
- Small Claims Division of the District Court · filing fee Statutory tiers under MCL 600.8420: $25 (claims to $600), $45 ($600.01-$1,750), $65 (over $1,750); court fee schedules commonly show $30/$50/$70 with the statewide $5 electronic filing fee added. MCL 600.8401 (limit); MCL 600.8408 (no attorneys); MCL 600.8420 (fees) ↗
- Rental application fee · as of July 2026
- No statutory limit Michigan Legislature ↗
- Bill of sale notarization · as of 2026
- Not required Michigan SoS / DMV.ORG ↗
- Power of attorney signing · as of 2026
- Notarization required Mich. Comp. Laws §556.205 (form §556.401) ↗
- Recording a deed · as of 2026
- County Register of Deeds · no witnesses MCL 565.8 ↗
LLC operating agreement in other states
More Michigan legal forms
Different state? See LLC operating agreements by state →