Actions

Flexibility and default rules::Limited liability company

::concepts

Company::limited    Capital::limited    Minimum::company    Members::their    Business::which    Swiss::entity

Flexibility and default rules The other phrase "unless otherwise provided for in the operating agreement" (or its equivalent) is found throughout all existing LLC statutes{{ safesubst:#invoke:Unsubst||date=__DATE__ |$B= {{#invoke:Category handler|main}}{{#invoke:Category handler|main}}[citation needed] }} and is responsible for the flexibility the members of the LLC have in deciding how their LLC will be governed (provided it does not go outside legal bounds). State statutes typically provide automatic or "default" rules for how an LLC will be governed unless the operating agreement provides otherwise.

Similarly, the phrase "unless otherwise provided for in the by laws" is also found in all corporation law statutes{{ safesubst:#invoke:Unsubst||date=__DATE__ |$B= {{#invoke:Category handler|main}}{{#invoke:Category handler|main}}[citation needed] }} but often refers only to a narrower range of matters.

The limited liability company ("LLC") has grown to become one of the most prevalent business forms in the entire United States. As the LLC's popularity has swelled, unforeseen issues have emerged in these new statutes—particularly around single-member LLCs in Florida, New York, California, Colorado, and Georgia, where personal asset protection has been subverted.<ref>http://zamzowlaw.com/articles/michigan-llc-formation/</ref>

Effective August 1, 2013, the Delaware Limited Liability Company Act provides that the managers and controlling members of a limited liability company owe fiduciary duties of care and loyalty to the limited liability company and its members. Under the amendment (prompted by the Delaware Supreme Court's decision in Gatz Properties, LLC v. Auriga Capital Corp, November 2012), parties to an LLC remain free to expand, restrict, or eliminate fiduciary duties in their LLC agreements (subject to the implied covenant of good faith and fair dealing).<ref>http://www.dlapiper.com/global/publications/Detail.aspx?pub=8429&RSS=true</ref>


Limited liability company sections
Intro  Overview  Flexibility and default rules  Income tax  Advantages  Disadvantages  Variations  International equivalents  See also  References  

Flexibility and default rules
PREVIOUS: OverviewNEXT: Income tax
<<>>