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A manager will be elected by a majority of LLC members and can also be removed, or fired, through the same majority of members. This firing can occur without notice or cause.
The members own the LLC and provide the capital with which the LLC commences its business. In a member-managed LLC, members by definition manage the business of the LLC. In a manager-managed LLC, members as a group often do not take an active role in running the business.
Owners of an LLC are called members. Most states do not restrict ownership, so members may include individuals, corporations, other LLCs and foreign entities.
What is the difference between a "member" and a "manager" of an LLC? A member is an owner of the LLC and is similar to a stockholder of a corporation. A manager is a person chosen by the members to manage the LLC and is similar to a director of a corporation.
To add or remove an LLC member, you must amend your Operating Agreement. Although you can amend your Operating Agreement internally, you will also need to alert the appropriate government agencies. Check your state's reporting requirements to see if you need to provide notification when changing LLC members.
California LLCs can be either managed by their Members, or they can elect a Single Manager or Multiple Managers.
The only way a member of an LLC may be removed is by submitting a written notice of withdrawal unless the articles of organization or the operating agreement for the LLC in question details a procedure for members to vote out others.
A member of the LLC should have an ethical responsibility to meet the obligations of the firm. They should have duty of care.
Those LLC members who operate the business owe the fiduciary duties of loyalty and reasonable care to the non-managing LLC owners.
If a member requests removal, use the voting procedure if it is part of the LLC's terms. Write a resignation for the member. If the member does not wish to resign, consider offering a buyout. A court petition should be filed if the member refuses to resign from the business.