An operating agreement is the governing document of the LLC.  It establishes the rules and regulations for LLC operation and provides a roadmap for the members and managers regarding internal affairs.  It is based on contract law and is held to apply even if its provisions conflict with Florida's Revised Limited Liability Company Act, save certain enumerated provisions in the Act that cannot be contracted out of.  But a company operating agreement does much more than govern—it also serves as proof of ownership of the LLC.  In fact, the operating agreement saved the day for Roberto Romagnoli (the "Debtor"). The Operating Agreement [...]