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Richard, Attorney
Category: Business Law
Satisfied Customers: 53686
Experience:  32 years of experience practicing law and a businessman.
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My husband is a member-manager of a limited liability company.

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My husband is a member-manager of a limited liability company. The LLC is in a different state than the one we live in. Can he give his daughter, who is not a member of the LLC but lives in the state where the LLC is located, a POA to act in his place?
Welcome! My goal is to do my very best to understand your situation and to provide a full and complete answer for you.

Good evening. As a manager-member of an LLC, he would not be able to assign his duties to the LLC by way of an LLC, but what he can do as the member of the LLC is resign as manager and appoint her as manager of the LLC. She need not have an ownership interest in the LLC to act as manager. He needs only sign a Member Resolution documenting that he, as owner, had resigned as manager of the LLC and appointed her as the manager of the LLC. This Member Resolution would be the document that would enable her to act on behalf of the LLC.

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Customer: replied 3 years ago.

I think you are saying that he cannot give her a personal POA so she can fulfill his responsibilities for the LLC, right? The LLC actually has six members and three member-managers. He just wants his daughter to take over his share of the responsibility. Would a Member Resolution have to be signed by all the members and then would that give her authority to act for everyone?

Thanks for responding. Yes, he cannot his duties as a manager of the LLC because those duties have been awarded to him by the vote of the members of the LLC. The other members would have to agree to allow her to take over his duties as a manager.
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