This week a man inquired about my LLC formation services. He asked if he would see the Articles of Organization and Operating Agreement before I formed the LLC. I said normally I prepared and filed the Articles of Organization and prepared the Operating Agreement without first sending the documents to my client.
The man said “I am appalled.” He added that he was offended that I would have the gall to prepare LLC documents without his prior input.
I said that in forming 7,600+ Arizona LLCs not once had I ever sent both of these documents to the owner of the LLC before forming the company. Nor had anybody ever asked me to see either document before I filed the Articles of Organization with the Arizona Corporation Commission. When I send the Operating Agreement to an LLC member I ask the member to review the document and to let me know if he or she wants to modify the Operating Agreement.
I also said that I would be happy to send the man both documents before I formed the company to get his input and make changes if necessary. Despite my offer, the man was too offended by my long-time practice and he declined to hire me to form his LLC.
The whole discussion was surreal. I could not imagine why a person who had never seen Articles of Organization or an Operating Agreement and had never owned an LLC would think that he or she needed to review the documents before I filed the Articles of Organization. I cannot remember anybody ever asking me to modify my three page custom drafted Articles of Organization (before or after I filed the document).
From time to time people do want to make minor modifications to my Operating Agreement. Sometimes people even want to make major changes to my Operating Agreement. In fact, the day after the angry would-be LLC expert declined to hire me to form his LLC another person hired me to form an LLC and gave me six pages of text that the members of her new LLC wanted included in my Operating Agreement. I was happy to include the client supplied provisions, subject to charging for attorney time to revise the document.
Bottom line: As you can imagine, after forming 7,600+ Arizona LLCs my documents are excellent, but if you want to modify my Articles of Organization or Operating Agreement, I am happy to do so unless I believe a change would be inappropriate.