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Mississippi, United States

Mississippi LLC Operating Agreement

Set out who owns your Mississippi 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.

Reflects current Mississippi rules · 2026 Official source linked Free PDF · no signup · nothing uploaded

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.

Mississippi LLC act rules · as of 2026

Required by law?
No — but strongly recommended
Recognized form
"written, oral or implied" — Miss. Code § 79-29-105(t) ("'Operating agreement' or 'limited liability company agreement' means any agreement... written, oral or implied, of the member or members")
Governing act
Revised Mississippi Limited Liability Company Act (Miss. Code §§ 79-29-101 – 79-29-1317)

Without an agreement: Profits and losses allocated on the basis of the agreed value, as stated in required company records (§ 79-29-115), of the contributions made by each owner of a financial interest — Miss. Code § 79-29-505. Source: Miss. Code § 79-29-105(t) · verify ↗.

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Why your Mississippi LLC needs this — even single-member

  • It overrides the default rules. Without an agreement, the Revised Mississippi Limited Liability Company Act (Miss. Code §§ 79-29-101 – 79-29-1317) 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.

Mississippi law

No — Mississippi does not require an operating agreement (as of 2026): No requirement to adopt an LLC agreement; the Act's default provisions (Delaware-influenced) apply absent one.. But without one, the default rules of the Revised Mississippi Limited Liability Company Act (Miss. Code §§ 79-29-101 – 79-29-1317) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: Miss. Code § 79-29-105(t). Check the current Mississippi LLC rules before relying on any default.

Frequently asked questions

Is an operating agreement required in Mississippi?

No — Mississippi does not require an operating agreement (as of 2026): No requirement to adopt an LLC agreement; the Act's default provisions (Delaware-influenced) apply absent one.. But without one, the default rules of the Revised Mississippi Limited Liability Company Act (Miss. Code §§ 79-29-101 – 79-29-1317) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: Miss. Code § 79-29-105(t).

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 Mississippi agency records it.

Can the agreement be oral in Mississippi?

Mississippi's statute recognizes: "written, oral or implied" — Miss. Code § 79-29-105(t) ("'Operating agreement' or 'limited liability company agreement' means any agreement... written, oral or implied, of the member or members") (Miss. Code § 79-29-105(t)). 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 Mississippi compare? See which states actually require an operating agreement, every claim cited to the state LLC act.

How Mississippi compares

Computed from our 51-jurisdiction dataset (as of 2026). Source for Mississippi: Miss. Code § 79-29-105(t) ↗.

  • Mississippi 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 Mississippi requires

The figures below are Mississippi'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 Mississippi page for that document.

Security deposit cap · as of 2026
No statutory limit Miss. Code §89-8-21 ↗
Deposit return deadline · as of 2026
45 days after move-out Miss. Code §89-8-21 ↗
Notice for unpaid rent · as of 2026
3 days to pay or quit Miss. Code §§ 89-8-13, 89-8-19 ↗
Where you file · as of 2026
Justice Court (county-level court; no separate small claims division) · filing fee Varies by county; typically ~$50-$100 total including service on one defendant (clerk fees set under Miss. Code Ann. § 25-7-25). Check the county Justice Court clerk. Miss. Code Ann. § 9-11-9 ↗
Rental application fee · as of July 2026
No statutory limit Mississippi Code ↗
Power of attorney signing · as of 2026
Notarization recommended Miss. Code §87-3-101 et seq. ↗
Recording a deed · as of 2026
Chancery Clerk (of the county where the land lies) · no witnesses Miss. Code § 89-3-1 ↗

LLC operating agreement in other states

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