Do Not Require Decisions be Recorded

Unless client circumstances dictate otherwise, I specifically state in the LLC Operating Agreement that neither LLC owner/members nor LLC managers have any duty to record LLC decisions in writing or otherwise.

I do not want things required of LLC owner/members or LLC managers that may not be done because if something is required and not done, it lends support to the argument LLC owner/members are disregarding their own LLC rules. Evidence to support this type of argument is one of the things creditors look for when they seek to set aside an LLC’s asset and liability protection.

When I organized “Form” LLCs, I did not include this particular LLC Operating Agreement provision.

“Let me have men about me that are fat; Sleek-headed men and such as sleep o’nights; Yond’ Cassius has a lean and hungry look; He thinks too much: such men are dangerous.” William Shakespeare, Julius Caesar, Act I. Scene ii. Lines 191 - 194.