Tennessee LLC Operating Agreement

Set out who owns your Tennessee 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 Tennessee 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.

Tennessee LLC act rules · as of 2026

Required by law?: No — but strongly recommended
Recognized form: "'Operating agreement' means an agreement described in § 48-249-203(a)" (§ 48-249-102(24)); it may be written or oral — "an operating agreement need not be in writing" (§ 48-249-203(a))
Governing act: Tennessee Revised Limited Liability Company Act (Tenn. Code Ann. Title 48, Chapter 249)

Without an agreement: If the LLC documents are silent, distributions (including on termination) "shall be allocated among the members and holders of financial rights in equal shares" — Tenn. Code Ann. § 48-249-305(b). Source: Tenn. Code Ann. §§ 48-249-102(24), 48-249-203 · verify ↗.

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Why your Tennessee LLC needs this — even single-member

It overrides the default rules. Without an agreement, the Tennessee Revised Limited Liability Company Act (Tenn. Code Ann. Title 48, Chapter 249) 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.

Tennessee law

No — Tennessee does not require an operating agreement (as of 2026): Not required. Tenn. Code Ann. § 48-249-203(a): all members "may enter into an operating agreement"; "an operating agreement need not be in writing" except to the extent the articles or a written provision of an operating agreement specifically require otherwise. (Tennessee's older 1994 act, ch. 248, still governs pre-2006 LLCs that did not opt in to the Revised Act.). But without one, the default rules of the Tennessee Revised Limited Liability Company Act (Tenn. Code Ann. Title 48, Chapter 249) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: Tenn. Code Ann. §§ 48-249-102(24), 48-249-203. Check the current Tennessee LLC rules before relying on any default.

Frequently asked questions

Is an operating agreement required in Tennessee?

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 Tennessee agency records it.

Can the agreement be oral in Tennessee?

Tennessee's statute recognizes: "'Operating agreement' means an agreement described in § 48-249-203(a)" (§ 48-249-102(24)); it may be written or oral — "an operating agreement need not be in writing" (§ 48-249-203(a)) (Tenn. Code Ann. §§ 48-249-102(24), 48-249-203). 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 Tennessee compare? See which states actually require an operating agreement, every claim cited to the state LLC act.

How Tennessee compares

Computed from our 51-jurisdiction dataset (as of 2026). Source for Tennessee: Tenn. Code Ann. §§ 48-249-102(24), 48-249-203 ↗.

Tennessee 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 Tennessee requires

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

Security deposit cap · as of 2026: No statutory limit Tenn. Code §66-28-301 ↗
Deposit return deadline · as of 2026: 30 days after move-out Tenn. Code §66-28-301 ↗
Notice to end a month-to-month tenancy · as of 2026: 30 days Tenn. Code §66-28-301 ↗
Notice for unpaid rent · as of 2026: 14 days to pay or quit Tenn. Code Ann. § 66-28-505; § 66-28-512 (URLTA counties) ↗
Notice to cure a lease violation · as of 2026: 14 days Tenn. Code Ann. § 66-28-505; § 66-28-512 (URLTA counties) ↗
Small claims limit · as of 2026: $25,000 Tenn. Code Ann. § 16-15-501 ↗
Where you file · as of 2026: General Sessions Court · filing fee Varies by county: state base filing fee per Tenn. Code Ann. §8-21-401 plus county litigation taxes and service of the civil warrant; typical all-in cost roughly $100-$150 (evictions can run higher). Check the county General Sessions clerk for exact amounts. Tenn. Code Ann. § 16-15-501 ↗
Rental application fee · as of July 2026: No statutory limit Tennessee Code ↗
Bill of sale notarization · as of 2026: Not required Tennessee DOR / DMV.ORG ↗
Power of attorney signing · as of 2026: Notarization recommended Tenn. Code §34-6-101 et seq. ↗
Recording a deed · as of 2026: County Register of Deeds ('county register', Tenn. Code Ann. § 66-24-101) · no witnesses Tenn. Code Ann. § 66-22-101 ↗

LLC operating agreement in other states

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Different state? See LLC operating agreements by state →