Michigan LLC Operating Agreement
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Michigan Legal Requirements
Key MI statutes and obligations that apply to your llc operating agreement.
Requirements
- Michigan LLC Act (MCL 450.4101 et seq.) governs LLCs
- Annual Statement required by February 15 each year ($25 fee)
- Michigan Business Tax or Michigan Corporate Income Tax may apply depending on elections
- Registered agent with Michigan address required
- Series LLCs are recognized in Michigan
Restrictions & Limits
- LLC name must include 'Limited Liability Company,' 'LLC,' or 'L.L.C.'
- Professional LLCs (PLLCs) required for licensed professionals
- Foreign LLCs must register with Michigan LARA before conducting business
Official Statute References
Primary Michigan statutes governing this document type.
Michigan LLC Operating Agreement FAQ
Common questions about llc operating agreements under Michigan law.
Does Michigan require an LLC operating agreement?
Michigan does not require an operating agreement to be filed with the state (LARA), but the Michigan LLC Act allows members to adopt one. Without an operating agreement, the Michigan LLC Act's default provisions govern internal operations — often not what members intend for profit sharing and management.
What is Michigan's annual statement requirement for LLCs?
Michigan LLCs must file an Annual Statement with the Department of Licensing and Regulatory Affairs (LARA) by February 15 each year. The filing fee is $25. Failure to file results in the LLC being revoked (administratively dissolved) after notice.
What taxes does a Michigan LLC pay?
Michigan LLC members pay Michigan individual income tax at 4.25% on their share of LLC income. Michigan also formerly imposed a Business Tax, which was reformed — most LLCs now pay only through individual member returns. Check with a Michigan tax professional for current obligations.
Does Michigan recognize series LLCs?
Yes. Michigan recognizes series LLCs under the Michigan LLC Act. Each series can have separate assets, members, and operating agreements, with liability protection between series. Michigan series LLCs are governed by MCL 450.4902 et seq.
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LLC Operating Agreement by State
Laws vary significantly by state. Find the right form for your location.
Disclaimer: LegalLawDocs.com provides self-help legal documents for informational purposes only. The documents and information on this site do not constitute legal advice and are not a substitute for consultation with a licensed attorney. Laws vary by state and change frequently — review your document with a qualified professional before relying on it.