The Ohio Revised Limited Liability Company Act (ORLLCA) is a set of laws that govern the formation and operation of limited liability companies (LLCs) in the state of Ohio. In 2022, the ORLLCA saw some significant changes that companies operating in Ohio need to be aware of.
First Major Change
One of the key changes to the ORLLCA was the elimination of the requirement for an operating agreement. Under the previous law, LLCs were required to have an operating agreement that lays out the management structure of the company and the rights and duties of its members.
Under the new law, however, LLCs are no longer be required to have an operating agreement, although it is still highly recommended.
Second Major Change
Another major change to the ORLLCA was the introduction of the concept of “series LLCs.” A series LLC is a type of LLC that allows a single entity to create separate series or cells of members, each with their own distinct liabilities and assets. This allows for greater flexibility in the management of assets and liabilities within an LLC.
In addition to these changes, the ORLLCA also included new provisions relating to the conversion of LLCs to other business forms and vice versa, as well as changes to the way in which LLCs can be dissolved and wound up.
It is important for companies operating in Ohio to be aware of these changes to the ORLLCA, and to consult with an attorney to ensure that their LLC is in compliance with the new laws. While it will no longer be mandatory to have an Operating Agreement, it is still highly recommended for companies to have one to avoid disputes in the future, and have a clear guideline for the company’s operation.
Overall, the updates to the ORLLCA in 2022 were designed to make it easier for companies to form and operate LLCs in Ohio, and to provide greater flexibility for businesses to manage their assets and liabilities. However, companies operating in Ohio should still seek professional guidance to ensure that they are in compliance with these new laws, and take steps to adapt their LLCs as necessary.
In Summary, The 2022 Ohio Revised Limited Liability Company Act (ORLLCA) made it easier for companies to form and operate LLCs in Ohio, by eliminating the requirement of an Operating Agreement, as well as providing more flexibility to manage the assets and liabilities by introducing the concept of “series LLCs.” Also updates in conversion, dissolution and winding up were included. Contact Brenden Kelley Law today at 216-644-3359 to ensure that your business is in compliance with the new laws, and adapt your LLCs as necessary.