Florida LLC Operating Agreement, Manager-Managed - Legal 2025

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  1. Click ‘Get Form’ to open the Florida LLC Operating Agreement in the editor.
  2. Begin by filling in the name of your LLC and the date of the agreement at the top of the document. This establishes the identity of your company and when this agreement takes effect.
  3. In Section 1, provide details about the formation of your LLC, including filing dates and any relevant information regarding compliance with Florida Statutes.
  4. Move to Section 2 to outline the purposes and powers of your LLC. Clearly define what activities your company will engage in.
  5. Complete Sections 3 through 10 by detailing aspects such as capital contributions, member rights, and limitations of liability. Ensure all fields are filled accurately to reflect your intentions.
  6. Finally, review all sections for accuracy before signing. Use our platform’s tools to add signatures and finalize your document seamlessly.

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An LLC can have one or multiple managing members, depending on its needs and structure. Managing members oversee daily operations and have fiduciary duties to the LLC. LLCs can classify members by voting rights, capital contributions, and management roles.
If you choose to switch from one management structure to the other, you must amend your operating agreement to reflect the changes. You may also have to make a filing with your Secretary of State to update how your LLC is managed.
In Florida, each member in a member-managed LLC owes fiduciary duties of loyalty and care to the company and members of the company. In a manager-managed LLC, this fiduciary duty is owed by the managers.
Disadvantages of a Manager-Managed LLC Loss of Direct Control. Members may have less influence over daily operations, which could lead to concerns about management decisions. Higher Costs. Potential for Miscommunication.
A member-managed LLC is often preferred by small businesses or family-owned companies. In this structure, each member plays an active role in the day-to-day operations and has the authority to make decisions for the LLC.

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As such, manager-managed LLCs vest management authority in one or more managers who may, or may not, be members of the business. Under this structure, mangers are the individuals responsible for the LLCs daily operations and strategic decisions while members fill more passive rolls like voting on general matters.
In many cases, single-member LLCs opt to be member-managed. However, a single-member LLC can also be manager-managed if the owner does not want to manage the LLC. For federal income tax purposes, a single-member LLC is a disregarded entity and still has asset protection.

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