He must have the approval from the other Member of 123 LLC, before making any decision for the 234 LLC?

Anonymous Mar 24, 2015 Bankruptcy and Debt 4 views 1 answers

123 LLC acquired 50% Membership Interest in 234 LLC as a Entity, 123 LLC is run by 2 Member at 50% each, by the Operating Agreement, any decision that need to be taken must have the majority of the vote of the Members. 234 LLC is run by 1 Manager at 50% and 1 Manager from 123 LLC at 50%, again as for the Operating Agreement of the 234 LLC, any decision that need to be taken must have the majority of the vote of the Managers. One Member of 123 LLC manage, as a Manager, the 234 LLC.

Attorney Answer

1

William Mason StahlContracts / Agreements LawyerAtlanta, GA

William Mason StahlContracts / Agreements LawyerAtlanta, GA · Jun 15, 2026

What is your specific question? Generally, operating agreements incorporate a materiality standard with respect to the types of decisions that require this type of unanimous consent. Again, speaking generally, business decisions commonly made in the ordinary course of operations do not trigger such provisions. Thus, while 234 LLC may need unanimous consent from members for material decisions, it is unlikely that day-to-day operational decisions require consent from both members. CAVEAT: The operating agreement is a flexible document, which means that whatever was agreed upon and put to writing in the operating agreement is going to be binding upon the members. Hope that helps.

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