Ohio LLC Operating Agreement
Set out who owns your Ohio 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.
Ohio LLC act rules · as of 2026
- Required by law?
- No — but strongly recommended
- Recognized form
- "any valid agreement, written or oral, of the members, or any written declaration of the sole member, as to the affairs and activities of a limited liability company and any series thereof" — R.C. 1706.01(R). Written or oral (ORLLCA did not adopt RULLCA's "implied" language).
- Governing act
- Ohio Revised Limited Liability Company Act (Ohio Rev. Code ch. 1706, effective Feb. 11, 2022, replacing former ch. 1705)
Without an agreement: With no operating agreement provision, "all members shall share equally in any distributions made by a limited liability company before its dissolution and winding up" (per capita, not by contribution) — Ohio Rev. Code § 1706.29. Source: Ohio Rev. Code § 1706.01(R) (definition); § 1706.08 (effect) · verify ↗.
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Why your Ohio LLC needs this — even single-member
- It overrides the default rules. Without an agreement, the Ohio Revised Limited Liability Company Act (Ohio Rev. Code ch. 1706, effective Feb. 11, 2022, replacing former ch. 1705) 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.
Ohio law
No — Ohio does not require an operating agreement (as of 2026): Not required. R.C. 1706.08(A): the operating agreement governs relations among members and the company, and to the extent it does not provide for a matter, chapter 1706 governs; there is no adoption mandate.. But without one, the default rules of the Ohio Revised Limited Liability Company Act (Ohio Rev. Code ch. 1706, effective Feb. 11, 2022, replacing former ch. 1705) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: Ohio Rev. Code § 1706.01(R) (definition); § 1706.08 (effect). Check the current Ohio LLC rules before relying on any default.
Frequently asked questions
Is an operating agreement required in Ohio?
No — Ohio does not require an operating agreement (as of 2026): Not required. R.C. 1706.08(A): the operating agreement governs relations among members and the company, and to the extent it does not provide for a matter, chapter 1706 governs; there is no adoption mandate.. But without one, the default rules of the Ohio Revised Limited Liability Company Act (Ohio Rev. Code ch. 1706, effective Feb. 11, 2022, replacing former ch. 1705) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: Ohio Rev. Code § 1706.01(R) (definition); § 1706.08 (effect).
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 Ohio agency records it.
Can the agreement be oral in Ohio?
Ohio's statute recognizes: "any valid agreement, written or oral, of the members, or any written declaration of the sole member, as to the affairs and activities of a limited liability company and any series thereof" — R.C. 1706.01(R). Written or oral (ORLLCA did not adopt RULLCA's "implied" language). (Ohio Rev. Code § 1706.01(R) (definition); § 1706.08 (effect)). 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 Ohio compare? See which states actually require an operating agreement, every claim cited to the state LLC act.
How Ohio compares
Computed from our 51-jurisdiction dataset (as of 2026). Source for Ohio: Ohio Rev. Code § 1706.01(R) (definition); § 1706.08 (effect) ↗.
- Ohio 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 Ohio requires
The figures below are Ohio'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 Ohio page for that document.
- Security deposit cap · as of 2026
- No statutory limit Ohio Rev. Code §5321.16 ↗
- Deposit return deadline · as of 2026
- 30 days after move-out Ohio Rev. Code §5321.16 ↗
- Notice to end a month-to-month tenancy · as of 2026
- 30 days Ohio Rev. Code §5321.16 ↗
- Notice for unpaid rent · as of 2026
- 3 days to pay or quit Ohio Rev. Code § 1923.04; § 5321.11; § 5321.17 ↗
- Notice to cure a lease violation · as of 2026
- 30 days Ohio Rev. Code § 1923.04; § 5321.11; § 5321.17 ↗
- Small claims limit · as of 2026
- $6,000 O.R.C. ch. 1925 (limit: § 1925.02) ↗
- Where you file · as of 2026
- Small Claims Division of Municipal or County Court · filing fee Varies by court (set locally under each court's cost schedule), typically about $25–$75 plus service costs; e.g. Franklin County Municipal Court (Columbus) raised small claims filing costs by $6 effective Aug 1, 2026. Indigent filers may submit a poverty affidavit. O.R.C. ch. 1925 (limit: § 1925.02) ↗
- Rental application fee · as of July 2026
- No statutory limit Ohio Revised Code ↗
- Bill of sale notarization · as of 2026
- Not required Ohio BMV / DMV.ORG ↗
- Power of attorney signing · as of 2026
- Notarization recommended Ohio Rev. Code §1337.25 (form §1337.60) ↗
- Recording a deed · as of 2026
- County Recorder · no witnesses Ohio Rev. Code § 5301.01 ↗
LLC operating agreement in other states
More Ohio legal forms
Different state? See LLC operating agreements by state →