Washington LLC Operating Agreement

Set out who owns your Washington 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 Washington 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.

Washington LLC act rules · as of 2026

Required by law?: No — but strongly recommended
Recognized form: "the agreement, including the agreement as amended or restated, whether oral, implied, in a record, or in any combination, of the member or members ... concerning the affairs of the limited liability company and the conduct of its business" (RCW 25.15.006(8))
Governing act: Washington Limited Liability Company Act (RCW Chapter 25.15; short title, RCW 25.15.904)

Without an agreement: If the LLC agreement does not provide otherwise, "distributions are made in proportion to the agreed value of the contributions made and any contributions required to be made" — RCW 25.15.206. Source: RCW 25.15.006(8); RCW 25.15.018 · verify ↗.

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Why your Washington LLC needs this — even single-member

It overrides the default rules. Without an agreement, the Washington Limited Liability Company Act (RCW Chapter 25.15; short title, RCW 25.15.904) 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.

Washington law

No — Washington does not require an operating agreement (as of 2026): Not required. Washington calls it a "limited liability company agreement" (RCW 25.15.006(8)). RCW 25.15.018: the agreement governs relations among members and the company, and to the extent it "does not otherwise provide ... this chapter governs.". But without one, the default rules of the Washington Limited Liability Company Act (RCW Chapter 25.15; short title, RCW 25.15.904) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: RCW 25.15.006(8); RCW 25.15.018. Check the current Washington LLC rules before relying on any default.

Frequently asked questions

Is an operating agreement required in Washington?

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 Washington agency records it.

Can the agreement be oral in Washington?

Washington's statute recognizes: "the agreement, including the agreement as amended or restated, whether oral, implied, in a record, or in any combination, of the member or members ... concerning the affairs of the limited liability company and the conduct of its business" (RCW 25.15.006(8)) (RCW 25.15.006(8); RCW 25.15.018). 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 Washington compare? See which states actually require an operating agreement, every claim cited to the state LLC act.

How Washington compares

Computed from our 51-jurisdiction dataset (as of 2026). Source for Washington: RCW 25.15.006(8); RCW 25.15.018 ↗.

Washington 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 Washington requires

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

Security deposit cap · as of 2026: No statutory limit Rev. Code Wash. §59.18.280 (30-day rule eff. 7/23/2023) ↗
Deposit return deadline · as of 2026: 30 days after move-out Rev. Code Wash. §59.18.280 (30-day rule eff. 7/23/2023) ↗
Notice to end a month-to-month tenancy · as of 2026: 20 days Rev. Code Wash. §59.18.280 (30-day rule eff. 7/23/2023) ↗
Notice for unpaid rent · as of 2026: 14 days to pay or quit RCW 59.12.030; RCW 59.18.650 (just-cause) ↗
Notice to cure a lease violation · as of 2026: 10 days RCW 59.12.030; RCW 59.18.650 (just-cause) ↗
Small claims limit · as of 2026: $10,000 RCW ch. 12.40 (limit at RCW 12.40.010) ↗
Where you file · as of 2026: Small Claims Department of the District Court · filing fee $35 plus a dispute-resolution-center surcharge (up to $15) in participating counties, so typically $35-$50 total (RCW 12.40.020; RCW 7.75.035). RCW ch. 12.40 (limit at RCW 12.40.010) ↗
Rental application fee · as of July 2026: Limited to the actual cost of screening Washington Legislature ↗
Bill of sale notarization · as of 2026: Not required Washington DOL (Form TD-420-065) ↗
Power of attorney signing · as of 2026: Notarization required Rev. Code Wash. §11.125.050 ↗
Recording a deed · as of 2026: County Auditor (the 'recording officer' of the county where the property is situated, RCW 65.08.070; in a few charter counties a separate Recorder's Office) · no witnesses RCW 64.04.020 ↗

LLC operating agreement in other states

More Washington legal forms

Different state? See LLC operating agreements by state →