Is an operating agreement required for Wyoming LLCs?

This page has not confirmed whether Wyoming law requires an LLC to have an operating agreement, so it does not answer yes or no. A written agreement signed by every member is worth having either way. It records who owns what share of the LLC, who makes decisions, and how profits are divided. To learn what Wyoming requires, check the website of the state agency that registers LLCs in Wyoming, or ask a business attorney licensed in Wyoming.

Can I write my own Wyoming LLC operating agreement?

Yes, you can write your own Wyoming LLC operating agreement. It should cover each member's ownership share, voting rights, how profits are divided and how the LLC is closed down, because the default rules in Wyoming's LLC law can apply where the agreement is silent. Read the guidance for LLCs on the website of the state agency that registers them in Wyoming, and consider having a business attorney licensed in Wyoming review your draft before the members sign it.

Does a Wyoming LLC operating agreement need to be notarized?

This page has not confirmed whether Wyoming law asks for an operating agreement to be notarized. Have every member sign and date it and keep it with the LLC's records. A bank or lender may ask for notarized signatures, so ask before you sign.

What happens if my Wyoming LLC doesn't have an operating agreement?

Without an operating agreement, members have no written terms to settle a disagreement. Where the members have no agreement on a point, the default rules in Wyoming's LLC law can apply instead. Read the guidance for LLCs on the website of the state agency that registers them in Wyoming before you draft the agreement.

Can a Wyoming LLC operating agreement be amended after it's created?

Yes. An operating agreement can be changed by following the amendment procedure it sets out, such as a vote or the written consent of the members it names. If the agreement says nothing about amendments, the default rules in Wyoming's LLC law can apply, so check them, or ask a Wyoming business attorney, before you change a term. Put each amendment in writing, have the members sign it, and keep it with the agreement. To amend the LLC's Articles of Organization on file with the state, Wyoming uses a separate filing, the Amendment to Articles of Organization.

Wyoming LLC Operating Agreement: What to Include

What to put in an operating agreement for your Wyoming LLC, and how single-member and multi-member agreements differ.

By Edmond Hui · Last updated: October 2026

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Key sections of a Wyoming LLC operating agreement, listing the 7 provisions the document should cover. — What a Wyoming operating agreement should contain, section by section. Source: Wyoming Secretary of State.

What to Include in Your Operating Agreement

Ownership & membership

Define each member's ownership percentage and initial contributions. This section establishes who owns what portion of your Wyoming LLC and prevents future disputes.

Management structure

Specify whether your LLC is member-managed or manager-managed and outline decision-making authority. This clarifies who has the power to bind the company in business dealings.

Voting rights

Establish how votes are allocated and what matters require member approval. Define voting thresholds for major decisions like taking on debt or admitting new members.

Profit/loss allocation

Detail how profits and losses will be distributed among members and when distributions occur. This section matters for tax reporting and member expectations.

Member duties

Outline each member's responsibilities, roles, and any restrictions on competing businesses. Clear duties prevent conflicts and ensure everyone understands their obligations.

Dissolution process

Establish procedures for dissolving the LLC and distributing assets. This protects all parties by providing a clear roadmap if the business needs to wind down.

Amendment procedures

Define how the operating agreement can be modified and what approval is required for changes. This ensures future modifications are handled properly and legally.

Read this guide for another state:

Frequently Asked Questions

: This page has not confirmed whether Wyoming law requires an LLC to have an operating agreement, so it does not answer yes or no. A written agreement signed by every member is worth having either way. It records who owns what share of the LLC, who makes decisions, and how profits are divided. To learn what Wyoming requires, check the website of the state agency that registers LLCs in Wyoming, or ask a business attorney licensed in Wyoming.
: Yes, you can write your own Wyoming LLC operating agreement. It should cover each member's ownership share, voting rights, how profits are divided and how the LLC is closed down, because the default rules in Wyoming's LLC law can apply where the agreement is silent. Read the guidance for LLCs on the website of the state agency that registers them in Wyoming, and consider having a business attorney licensed in Wyoming review your draft before the members sign it.
: This page has not confirmed whether Wyoming law asks for an operating agreement to be notarized. Have every member sign and date it and keep it with the LLC's records. A bank or lender may ask for notarized signatures, so ask before you sign.
: Without an operating agreement, members have no written terms to settle a disagreement. Where the members have no agreement on a point, the default rules in Wyoming's LLC law can apply instead. Read the guidance for LLCs on the website of the state agency that registers them in Wyoming before you draft the agreement.
: Yes. An operating agreement can be changed by following the amendment procedure it sets out, such as a vote or the written consent of the members it names. If the agreement says nothing about amendments, the default rules in Wyoming's LLC law can apply, so check them, or ask a Wyoming business attorney, before you change a term. Put each amendment in writing, have the members sign it, and keep it with the agreement. To amend the LLC's Articles of Organization on file with the state, Wyoming uses a separate filing, the Amendment to Articles of Organization.

Sources

3 documents

Each entry below is a document recorded in our verified Wyoming sources, and each entry says what the document is. Some statutory text is read from an accurate mirror rather than from the state's own host, and those say so. Where we hold the citation but no stable public link, the citation is printed on its own rather than pointed at a guessed address.

Wyoming statute: Wyo. Stat. Ann. § 17-29-101 (LLC Act)
Wyoming statute: W.S. § 17-29-101 et seq. (LLC Act)
sos.wyo.gov/Business/Default.aspxWyoming Secretary of State: business entity filings

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Edmond Hui · Founder, MyStateLLC

Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.

How we check facts

What to Include in Your Operating Agreement

Ownership & membership

Management structure

Voting rights

Profit/loss allocation

Member duties

Dissolution process

Amendment procedures

Frequently Asked Questions

Sources

More for Wyoming LLCs

Start and set up

Taxes, money and growth

Stay compliant

Operate in other states

Compare structures

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By profession

Ready to Form Your Wyoming LLC?

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