Limited Liability Company

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What is the voting requirement in Delaware?

51 percent of LLC ownership interest

How do you determine whether the restriction or elimination is not "manifestly unreasonable?"

The court will determine the objectivity of the terms based on whether they are unreasonable means to achieve that goal.

What cannot the operating agreement restrict?

The operating agreement cannot eliminate the duty of loyalty, care, and good faith but it can restrict or eliminate those duties to the extent that is not manifestly unreasonable.

How to form a limited liability company under Delaware law?

You must file the certificate of formation with the secretary of the state. It must set forth the name of the LLC, the address of registered officer and the name of the registered agent, and anything else you like to include.

What is the voting requirement under Uniform Act?

majority vote from members

what is the default management in Delaware?

member managed limit liability company

What is the default management under uniform act?

member managed limited liability company

What governs a limited liability company?

the operating agreement

How to form a limited liability company under Uniform Act?

you must file the certificate of organization. It must set forth the name of the LLC, the address of the registered office and the name of the registered agent, and it must specify if there is no member at the time of filing.


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