Missouri LLC Operating Agreement
Set out who owns your Missouri 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.
Missouri LLC act rules · as of 2026
- Required by law?
- Yes — required
- Recognized form
- "any valid agreement or agreements, written or oral, among all members, or written declaration by the sole member" — Mo. Rev. Stat. § 347.015(13)
- Governing act
- Missouri Limited Liability Company Act (Mo. Rev. Stat. §§ 347.010–347.187)
Without an agreement: Absent contrary agreement, distributions are shared first in proportion to the value of members' contributions until contributions are returned, then equally — Mo. Rev. Stat. § 347.101(2). Source: Mo. Rev. Stat. § 347.081.1 (shall adopt); § 347.015(13) (definition) · verify ↗.
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Why your Missouri LLC needs this — even single-member
- It overrides the default rules. Without an agreement, the Missouri Limited Liability Company Act (Mo. Rev. Stat. §§ 347.010–347.187) 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.
Missouri law
Yes — Missouri is one of the few states that require an operating agreement by law: Mo. Rev. Stat. § 347.081.1: "The member or members of a limited liability company shall adopt an operating agreement..." — an affirmative statutory duty. Because § 347.015(13) defines the operating agreement as "any valid agreement or agreements, written or oral, among all members, or written declaration by the sole member," an oral agreement satisfies it for multi-member LLCs; a single-member LLC needs a written declaration. Nothing is filed with the state and the statute specifies no penalty for noncompliance. (as of 2026). Source: Mo. Rev. Stat. § 347.081.1 (shall adopt); § 347.015(13) (definition). Check the current Missouri LLC rules before relying on any default.
Frequently asked questions
Is an operating agreement required in Missouri?
Yes — Missouri is one of the few states that require an operating agreement by law: Mo. Rev. Stat. § 347.081.1: "The member or members of a limited liability company shall adopt an operating agreement..." — an affirmative statutory duty. Because § 347.015(13) defines the operating agreement as "any valid agreement or agreements, written or oral, among all members, or written declaration by the sole member," an oral agreement satisfies it for multi-member LLCs; a single-member LLC needs a written declaration. Nothing is filed with the state and the statute specifies no penalty for noncompliance. (as of 2026). Source: Mo. Rev. Stat. § 347.081.1 (shall adopt); § 347.015(13) (definition).
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 Missouri agency records it.
Can the agreement be oral in Missouri?
Missouri's statute recognizes: "any valid agreement or agreements, written or oral, among all members, or written declaration by the sole member" — Mo. Rev. Stat. § 347.015(13) (Mo. Rev. Stat. § 347.081.1 (shall adopt); § 347.015(13) (definition)). 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 Missouri compare? See which states actually require an operating agreement, every claim cited to the state LLC act.
How Missouri compares
Computed from our 51-jurisdiction dataset (as of 2026). Source for Missouri: Mo. Rev. Stat. § 347.081.1 (shall adopt); § 347.015(13) (definition) ↗.
- Missouri is one of 4 of 51 jurisdictions that require an LLC to have an operating agreement (47 leave the operating agreement optional (statutory default rules apply without one)).
The rest of what Missouri requires
The figures below are Missouri'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 Missouri page for that document.
- Security deposit cap · as of 2026
- 2 months' rent Mo. Rev. Stat. §535.300 ↗
- Deposit return deadline · as of 2026
- 30 days after move-out Mo. Rev. Stat. §535.300 ↗
- Notice to end a month-to-month tenancy · as of 2026
- 30 days Mo. Rev. Stat. §535.300 ↗
- Notice to cure a lease violation · as of 2026
- 10 days Mo. Rev. Stat. §§ 441.040, 441.060; ch. 535 ↗
- Small claims limit · as of 2026
- $5,000 § 482.305 RSMo; Mo. Sup. Ct. Rules 140-155 (small claims rules) ↗
- Where you file · as of 2026
- Small Claims Court — a docket of the Circuit Court heard by an associate circuit judge sitting as the small claims judge · filing fee No statewide flat fee; court costs vary by circuit/county, commonly ~$35-$100 (e.g., Cole County lists $45 for a pro se small claim). Check the local circuit clerk. § 482.305 RSMo; Mo. Sup. Ct. Rules 140-155 (small claims rules) ↗
- Rental application fee · as of July 2026
- No statutory limit Missouri Revisor ↗
- Bill of sale notarization · as of 2026
- Not required Missouri DOR (Form 1957) ↗
- Power of attorney signing · as of 2026
- Notarization required Mo. Rev. Stat. §404.705 ↗
- Recording a deed · as of 2026
- Recorder of Deeds (county; duties under RSMo ch. 59) · no witnesses RSMo §§ 442.130, 442.380 ↗
LLC operating agreement in other states
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