Different Voting Schemes for Different Issues

Since I draft my own LLC Operating Agreements I give LLC owner/members the option to require different voting schemes (majority, super majority, unanimity) for different issues. When I organized “Form” LLCs the voting schemes depended upon the text of the particular “form” operating agreement.

A client’s position in an LLC is truly reflected by that LLC’s various voting schemes. If clients will pay attention to the various voting schemes and modifying them to fit common expectations there will be less chance of future internal strife. Further, the only practical time to fine tune voting schemes is up front while all owner/members have maximum leverage to modify the LLC Operating Agreement and everyone is focused on the issue.

This option dove tails with the use of Centralized Voting Lists which can be easily reviewed by clients before they sign the LLC Operating Agreement.

“[T]hat the attainment of one good may involve the sacrifice of others, and that compromise will be inevitable until the coming of Utopia.” Justice Benjamin N. Cardozo in Stewart Dry Goods Co., v. Lewis, 294 U.S. 550, 557 (1935).