Tim Everest and Quinn Rider formed an LLC for the purpose of investing and managing commercial real estate properties. Everest drafted articles of organization for the LLC and gave the articles to Rider, who read them briefly. Rider told Everest "Everything looks OK to me," and signed the agreement.
Everest submitted the LLC articles to the secretary of state, who filed the articles. After the LLC was formed, Everest operated the LLC as if he were the primary manager, excluding Rider from most of the day-to-day investment and management decisions of the LLC. When Rider protested, Everett showed him the LLC’s articles of organization, which clearly stated that the LLC was manager-managed, with Everest listed as the sole manager. Rider argued that as a member of the LLC, he had the inherent right to manage the LLC. Was Rider correct?

  • CreatedJuly 16, 2014
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