West Virginia LLC Operating Agreement
Set out who owns your West Virginia 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.
West Virginia LLC act rules · as of 2026
- Required by law?
- No — but strongly recommended
- Recognized form
- "may enter into an operating agreement, which need not be in writing, to regulate the affairs of the company and the conduct of its business" (W. Va. Code § 31B-1-103(a))
- Governing act
- West Virginia Uniform Limited Liability Company Act (W. Va. Code Chapter 31B)
Without an agreement: Distributions made before dissolution and winding up "must be in equal shares" — W. Va. Code § 31B-4-405(a). Source: W. Va. Code § 31B-1-103 · verify ↗.
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Why your West Virginia LLC needs this — even single-member
- It overrides the default rules. Without an agreement, the West Virginia Uniform Limited Liability Company Act (W. Va. Code Chapter 31B) 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.
West Virginia law
No — West Virginia does not require an operating agreement (as of 2026): Not required. W. Va. Code § 31B-1-103(a): "all members of a limited liability company may enter into an operating agreement, which need not be in writing"; to the extent it does not otherwise provide, the chapter governs relations among the members, managers and company. (Official code site geo-blocks non-US/datacenter traffic; Wayback/Justia mirrors carry the text.). But without one, the default rules of the West Virginia Uniform Limited Liability Company Act (W. Va. Code Chapter 31B) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: W. Va. Code § 31B-1-103. Check the current West Virginia LLC rules before relying on any default.
Frequently asked questions
Is an operating agreement required in West Virginia?
No — West Virginia does not require an operating agreement (as of 2026): Not required. W. Va. Code § 31B-1-103(a): "all members of a limited liability company may enter into an operating agreement, which need not be in writing"; to the extent it does not otherwise provide, the chapter governs relations among the members, managers and company. (Official code site geo-blocks non-US/datacenter traffic; Wayback/Justia mirrors carry the text.). But without one, the default rules of the West Virginia Uniform Limited Liability Company Act (W. Va. Code Chapter 31B) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: W. Va. Code § 31B-1-103.
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 West Virginia agency records it.
Can the agreement be oral in West Virginia?
West Virginia's statute recognizes: "may enter into an operating agreement, which need not be in writing, to regulate the affairs of the company and the conduct of its business" (W. Va. Code § 31B-1-103(a)) (W. Va. Code § 31B-1-103). 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 West Virginia compare? See which states actually require an operating agreement, every claim cited to the state LLC act.
How West Virginia compares
Computed from our 51-jurisdiction dataset (as of 2026). Source for West Virginia: W. Va. Code § 31B-1-103 ↗.
- West Virginia 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 West Virginia requires
The figures below are West Virginia'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 West Virginia page for that document.
- Security deposit cap · as of 2026
- No statutory limit W. Va. Code §37-6A-1 ↗
- Deposit return deadline · as of 2026
- 60 days after move-out W. Va. Code §37-6A-1 ↗
- Notice to end a month-to-month tenancy · as of 2026
- 30 days W. Va. Code §37-6A-1 ↗
- Small claims limit · as of 2026
- $20,000 W. Va. Code § 50-2-1 (as amended by HB 2761, eff. July 7, 2025) ↗
- Where you file · as of 2026
- Magistrate Court · filing fee $30-$50 by claim size under W. Va. Code § 50-3-1: $30 for claims of $500 or less (and non-monetary relief), $35 up to $1,000, $40 up to $2,000, $50 over $2,000. W. Va. Code § 50-2-1 (as amended by HB 2761, eff. July 7, 2025) ↗
- Rental application fee · as of July 2026
- No statutory limit West Virginia Code ↗
- Bill of sale notarization · as of 2026
- Required to transfer a vehicle title West Virginia DMV (Form DMV-7-TR) ↗
- Power of attorney signing · as of 2026
- Notarization required W. Va. Code §39B-1-105 (form §39B-3-101) ↗
- Recording a deed · as of 2026
- Clerk of the County Commission (the 'County Clerk'), W. Va. Code § 39-1-2 · no witnesses W. Va. Code § 39-1-2 ↗
LLC operating agreement in other states
More West Virginia legal forms
Different state? See LLC operating agreements by state →