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Manager-Managed LLCs: What Are They?

Posted on in Business Law

yorkville LLC lawyerWhat is an LLC?

An LLC is a company that combines the personal asset protection of a corporation with the tax advantages of a partnership. Its members own an LLC (think shareholders in a corporation), and LLCs may be Member-managed or manager-managed. In a Member-managed LLC, the Members (or owners) of the company control the day-to-day activities of the company. 

Manager-Managed LLCs in Illinois

According to 805 ILCS 180/15-1, an LLC is Member-managed unless the Articles of Organization or Operating Agreement specifically state otherwise. Therefore, if an individual or member wants to create a manager-managed LLC, they must state their management preference in their Operating Agreement. At Gateville Law Firm, we are Kendall County LLC Attorneys for start-up companies and established business enterprises.

Members of an LLC

One of the most critical questions when forming an LLC is whether to set-up the LLC as a manager-managed or Member-managed LLC. In the context of LLCs, managers and members are vastly different and play different roles in the LLC. A Member holds a Membership interest in the LLC. Another word for “Member” in the context of an LLC is an “owner.” The members of an LLC are like shareholders in a corporation. Members of an LLC own the equity of the LLC but may or may not play a management role in the business. The members may be passive owners meaning that employees and managers get paid to run the day-to-day operations of the LLC. The LLC members are disclosed at the "Articles of Organization formation phase."  The Articles of Organization is the term called by the Secretary of State when one incorporates an LLC. Generally, the LLC Operating Agreement requires members to ratify new members and managers. 


Yorkville Joint Venture Attorney

Yorkville Joint Venture Attorney

A joint venture is a business agreement where two or more persons enter a business relationship to invest in a real estate project or investment. The goal of the joint venture is to make profits and losses on a project. The general idea of a joint venture is to reduce the risks of the parties because the parties pool resources, expertise, and investment resources. One of the major benefits of a joint venture is the ability to finance larger real estate ventures and maximize one’s resources by investing with other members or owners.

In this article, we will discuss the different methods to form a joint venture for real estate companies. The first way to form a joint venture agreement is through a limited liability company or otherwise known as an “LLC.” An LLC is a new popular business entity because it possesses the limited liability feature of the corporation and the flexibility of a partnership. Multi-member LLCs are taxed automatically as partnerships unless the members or otherwise known as “owners” choose a different tax classification. 

For a real estate venture, the LLC is an excellent tool because it is cost-effective, and its' flexibility allows the multi-member owners (or managers) to customize their business agreement in a manner that meets its goals. An LLC Operating Agreement is a written legal agreement between members (owners), which outlines the roles and responsibilities of the members. The goal of the LLC Operating Agreement is to outline the business agreement to provide clarity and reduce the legal risks of conflict. 


Sandwich Business Start-Up Attorney

Posted on in Business Law

yorkville business lawyerEntrepreneurship and business start involve preparation, dedication, and precision. Attorney Sean Robertson is a serial entrepreneur, business advisor, and high-growth coach that assists Sandwich Start-Ups and Small Businesses with their growth, tax planning, and business asset protection goals. Building a successful business is risky and the smartest business owners surround themselves with experienced, entrepreneurial business advisors and lawyers.

Sandwich Business Growth Lawyers: Business Structure and Asset Protection Planning

Our entrepreneurial entrepreneurs are dedicated to our Sandwich business owners, franchise, owners, and entrepreneurs. As serial entrepreneurs and business growth attorneys, we understand the legal risks involved with setting up and operating a business in Sandwich, Illinois. Wisdom is obtained through trials and tribulations, which involve great pain and sacrifice. Smart entrepreneurs understand that their success often requires them to surround themselves with successful and smart entrepreneurial advisors. Wisdom is acquired by mistakes, which produce pain and agony. The pain and agony resulting from mistakes often result in thousands of dollars in lost revenue and opportunities. Eventually, these trials and tribulations produce wisdom and understanding. 

Here, at Gateville Law Firm we understand the business process and legal solutions to assist entrepreneurs and small businesses. Whether you want to start a new business venture or have advanced, and desire to hire a Sandwich Business Formation LLC Attorney. A Sandwich Business LLC Lawyer can set up and advise you of the concerns you should have in your business adventure.


Plano Business Sale Attorney

Plano, Illinois Purchase and Sale of Business Attorney

Many considerations need to be made before choosing the best method for the purchase or sale of a business. Both parties want to make sure they have as few headaches as possible. To make this happen, it is crucial to know the make-up of the business and whether the Buyer is looking to purchase the whole business or only particular assets. Based on these answers, the Buyer and Seller can choose the best method to ensure the sale goes through smoothly. Three different methods can be used for the purchase and sale of a business. These three methods are a Merger, an Asset Purchase, and a Stock Purchase. Here, at Gateville Law Firm, we are Plano Il LLC and Business Attorneys assisting entrepreneurs, business owners, and franchise owners with their legal needs.


A merger is an option that should be selected when both the buyer and the seller are businesses. This is because a Merger takes place when two separate businesses either merge to create an entirely new business or merge with one of the separate businesses surviving and incorporating the other business. A benefit to a Merger is that the business is transferred, so a detailed list of assets is not required to be created for a Merger to work.

Although a list of assets is not required, both businesses must discuss their respective liabilities before the Merger takes place. This is because the surviving entity will then be responsible for the liabilities of the company that merged into it. If these liabilities are severe, there could be more problems later. Another factor to take into consideration is how the shareholders of the company feel about the Merger occurs. This is because majority shareholder approval is required for the Merger to go through. If there is not a majority vote in favor of the Merger, it cannot happen.


yorkville franchise lawyerWhat is the First Step in the Sale and Purchase of a Franchise?

The purchase or sale of a franchise is a major investment transaction. The process is complex and requires varying different legal documents. Documents prepared involved in the purchase or sale of a franchise require meticulous preparation.


Letter of Intent

Creation of the letter of intent is the first step in the purchase or sale process involving a franchise. The first step is creating the letter of intent (also known as “LOI”). The letter of intent declares the buyer’s intention to purchase a seller’s franchise. It summarizes several aspects of the deal including the parties involved in the transaction, the deposit amount, and the purchase price, and specifies key terms such as how the deal is going to be financed and determining a buyer due diligence period. 

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