Puerto Rico LLC Operating Agreement — Comprehensive: Capital Calls, Buy-Sell, Tag/Drag, Non-Compete (Word, English + Spanish)
by Keystone Legal Forms
$179
Puerto Rico LLC Operating Agreement – Comprehensive
A complete, professionally drafted operating agreement for partners putting in real money who want the full set of protections: capital calls with teeth, a buyout regime for every exit, tag-along and drag-along rights, restrictive covenants, and a deadlock buy-sell. Instant download: Word (.docx) files you fill in yourself, with a plain-language Instruction Sheet that walks you through every field.
WHAT YOU GET (both English and Spanish versions of every file)
Operating Agreement (23 pages): 6-part Key Terms table + 13 articles — capital accounts, mandatory capital calls with dilution or default-loan remedies for a non-paying owner, distributions and allocations, manager with 17 Major Decisions and dollar limits, interested-transaction safe harbor, indemnification and advancement, annual meeting, confidentiality and intellectual property, right of first refusal, tag-along, drag-along, divorce buyback, Exit Events with different prices for fault and no-fault exits, Fair Value and Book Value, dissolution with capital-account waterfall, negotiation–mediation–shotgun buy-sell for deadlock, non-competition and non-solicitation with agreed damages; Schedules 1 and 2; securities notice
Instruction Sheet (12 pages): all 43 choices explained in six groups, field-by-field guide, tax classification, after-signing checklist including life insurance and capital accounts, when the form is not enough, Puerto Rico notes
WHY A PUERTO RICO-SPECIFIC FORM
Generic U.S. templates cite rules that do not apply in Puerto Rico. This form is drafted for Puerto Rico from a blank page: it uses the Departamento de Estado's terminology (Certificado de Organización, agente residente) and addresses the Puerto Rico issues that mainland forms ignore — the entity's Puerto Rico and federal tax classification, community property (sociedad legal de gananciales) and forced heirship (legítima). Not a recycled mainland template. Every form opens with a Key Terms table that holds every fill-in field and every choice in one place, so you never hunt through thirty pages for a blank. Last reviewed November 2026.
HOW IT WORKS
Purchase and download instantly (Word .docx files — open in Microsoft Word, Google Docs or LibreOffice).
Open the Instruction Sheet first. It explains every field in plain language, in the order it appears.
Replace each yellow [BRACKETED FIELD] in the form with your information.
Delete the cover page, print or sign electronically, and keep the signed copy with your company records.
FORMAT
Microsoft Word .docx (editable), US Letter, Times New Roman. Every field is highlighted in yellow and explained in the Instruction Sheet. Delivered as a .zip with the English and Spanish versions.
SUPPORT
This is a no-support product by design: the Instruction Sheet answers the questions buyers ask. It includes a section titled "When this form is not enough" that tells you plainly when to see an attorney instead.
IMPORTANT: This is a self-completion legal form template sold for informational purposes. Nothing in this listing or in these forms constitutes legal advice. Keystone Legal Forms is not a law firm nor a legal services provider; no attorney-client relationship is created by this purchase. Rules change and every situation is different: consult your own legal and tax advisors and other professionals in connection with these documents and before signing any of them. Because this is a digital download, all sales are final once the files have been delivered.