If both husband and wife are the members of a California LLC, need consent of spouse?

Disclaimer: The materials provided below are informational and should not be relied upon as legal advice. If the only two members of an LLC are a husband and wife, it will not be necessary to sign spousal consent form. You should consult your own attorneys to protect your legal rights.

I agree with Mr. Mashal. The purpose of the spousal consent (in which the spouse agrees to abide by the terms of the Operating Agreement) is to protect the LLC and the other members when a given member is married, because of concern that the member's membership interest may be subject to the spouse's community property rights. If the spouse also is a member of the LLC, then s/he already will have agreed to the terms of the Operating Agreement, so there is no need for the spousal consent. Disclaimer: This post does not constitute legal advice and does not establish an attorney-client relationship.

No, they're already each consenting to the Operating Agreement by signing it for themselves as members. Spousal consents on LLC Operating Agreements are for spouses who aren't members of the LLC so the non-spouse members don't have to worry about any assertions of community property interests in the LLC. Because you're husband and wife, you should have your Operating Agreement make that clear, especially if you each use different last names. Disclaimer: Please note that this answer does not constitute legal advice, and should not be relied on, since each state has different laws, each situation is fact specific, and it is impossible to evaluate a legal problem without a comprehensive consultation and review of all the facts and documents at issue. This answer does not create an attorney-client relationship.