Free Texas LLC Operating Agreement Template (Company Agreement)

| Updated September 29, 2026

Texas law calls this document a company agreement (TBOC § 101.001(1)), so each template carries both names. All three are written for Chapter 101 of the Texas code. Download a fillable PDF or a Word file, fill in your members and ownership split, and sign.

Free Texas Templates

Choose the version that matches your Texas LLC structure.

Page 1 of the Texas Multi-Member Operating Agreement
Single-Member Operating Agreement

For an LLC with one owner.

Multi-Member Operating Agreement

Two or more owners who run the business together.

Manager-Managed Operating Agreement

Owners who hand control to one or more managers.
Pick it if your Certificate of Formation lists managers.

Texas Multi-Member Operating Agreement template

Is an Operating Agreement Required in Texas?

No. Texas doesn’t ask you to adopt, sign, notarize or file one. The state only takes your Certificate of Formation (Form 205), filed with the Texas Secretary of State for $300.

Without an agreement, Chapter 101 sets the rules. Each member gets one equal vote, whatever they put in, and nobody can withdraw or be expelled. That last rule is the one that bites two-owner LLCs. Many banks also ask for a signed copy before they open a business account.

Required by law
No
Filed with the state
No
Notarization
Not required

Texas State Definition

Tex. Bus. Orgs. Code § 101.001(1) Title 3, Chapter 101: Limited Liability Companies
Read the statute ↗
“Company agreement” means any agreement, written, implied, or oral, of the members concerning the affairs or the conduct of the business of a limited liability company. A company agreement of a limited liability company having only one member is not unenforceable because only one person is a party to the company agreement.”
Written, implied, or oral

A handshake deal counts, and so can the way members have always run things. Writing it down is how you prove it.

Single owner

A one-member LLC can sign an agreement with itself, and it binds.

Takes priority

Under § 101.052, the agreement governs first and binds every member, even one who never signed it. The code only fills the gaps.

Texas Default Rules (When Your Agreement Is Silent)

These are the rules Texas applies when your agreement says nothing. Each one is a
clause worth writing down.

Voting

One equal vote per member, no matter who invested what.

§ 101.354
Profits & losses

Split by the agreed value of each member’s contributions, as shown in company records.

§ 101.201
Management

Set by your Certificate of Formation: member-managed or manager-managed. The agreement has to match.

§ 101.251
Leaving the LLC

A member can’t withdraw or be expelled. Only the agreement can create an exit or a buyout.

§ 101.107
Amendments

Changing the agreement takes the consent of every member.

§ 101.053
Record keeping

Keep the agreement and amendments at the LLC’s registered or principal office. Members can inspect them, and this right cannot be waived.

§ 101.501–101.502
Series LLC

Allowed, but the agreement has to set up each series.

§ 101.601

Research and References

  • Aaron Kra Boost Suite

    Aaron Kra, JD, Founder and Editor-in-Chief of Boost Suite, is a recognized authority on LLC formation, registered agents, and small-business compliance.
    A graduate of the University of Texas School of Law (ABA-accredited), he founded Boost Suite to turn complex state rules into plain-English, step-by-step guidance. For 9+ years, he has helped entrepreneurs with entity selection, registered-agent requirements, and multi-state compliance, and he leads the site’s legal/tax review.

    Previously, Aaron practiced business law in Austin (LLC/PLLC formations, conversions/domestications, UCC-1 filings, multi-state registrations) and completed a year-long secondment with a national registered-agent provider, working with filing clerks in 25+ states. At Boost Suite, he checks each guide with official US sources and updates everything when necessary. Read more about Aaron Kra and Boost Suite.

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