Delaware LLC operating agreement compliance is crucial for US business owners and LLC founders. Delaware law prioritizes freedom of contract, allowing operating agreements to tailor governance and duties, but the implied contractual covenant of good faith and fair dealing cannot be eliminated. While not filed with the state, a written operating agreement is highly recommended for clarity and credibility. Key compliance obligations include maintaining a registered agent and paying an annual $300 tax by June 1. Federally, obtain an EIN after formation, and note that as of March 26, 2025, most domestic U.S. entities are exempt from FinCEN BOI reporting. A well-drafted operating agreement should include core clauses covering management, ownership, distributions, and dispute resolution, with careful attention to Delaware's specific statutory allowances for limiting duties and liabilities.
