Manager (LLC)
A person designated to operate the LLC's business, distinct from members. Required only in manager-managed LLCs.
Definition
An LLC manager is a person responsible for the day-to-day operation of the LLC. In member-managed LLCs (the default), managers do not exist as a separate role; members manage directly. In manager-managed LLCs, members appoint one or more managers who run operations on the members' behalf.
Context
Manager-managed structure is common when some members are passive investors and others are active operators. The Operating Agreement specifies management structure.
Example
A multi-member Delaware LLC with three passive investors and one active founder might appoint the active founder as manager. The Operating Agreement gives the manager authority to make day-to-day decisions; major decisions still require member vote.
Common pitfalls
- Confusing manager with member.
- Switching between member-managed and manager-managed requires Operating Agreement amendment.