LLC Management & LLC Officer Titles (Members, Managing Members, and Managers)

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For most, LLCs are already confusing enough.

Now throw in a bunch words that start with “M”, sound really similar, and are challenging to understand, and great… now you’re scratching your head thinking, “Holy crap! This LLC stuff is confusing!”

We understand. It certainly can be a lot to digest, but let’s dive in and define all these “M” words and figure out what they all mean.

Before we define LLC titles, like Member, Managing Member, and Manager, we first need to understand the differences between a Member-Managed LLC and a Manager-Managed LLC.

FYI: To make this article a little easier to understand, we’re going to underline some words so your brain doesn’t think it’s reading “Member” when it says “Manager” and vice a versa.

LLC Management (Member-managed vs. Manager-managed)

In the majority of states, you are required to disclose how your LLC will be “managed“.

Will it be managed by the all the Members, will it be managed by some of the Members, or will it be managed by hiring outside Managers?

– If an LLC is managed by all the Members, this is called a “Member-Managed LLC”.

– If an LLC is managed by some of the Members (but not all of the Members), this is called a “Manager-Managed LLC” (with internal management).

– If an LLC is managed by people hired specifically to run the company, but they do not own the LLC, this is also also called a “Manager-Managed LLC” (with external management).

Additional reading: For more information on Member-Managed LLCs vs Manager-Managed LLCs, please see this article.

Reminder: Even if the state where you are forming an LLC does not require you to disclose your LLC’s style of management, you will still need to choose your LLC’s style of management in order to complete your LLC’s Operating Agreement.

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Members, Managing Members, and Managers

Let’s define the the different titles that can be used for people involved in an LLC.

Member(s):

An LLC Member is an owner of an LLC.

Managing Member(s):

An LLC Managing Member is someone who both owns the LLC, as well as runs the day to day operations, makes business decisions, and has the authority to bind the LLC into contracts and agreements.

In short, a Managing Member is both a Member and a Manager.

Manager(s):

An LLC Manager is a person (or persons) responsible for running the day to day operations, makes business decisions, and has the authority to bind the LLC into contracts and agreements.

There are 2 types of LLC Managers: Internal Managers and External Managers.

– An Internal Manager is someone who runs the LLC as well as owns it.
– An External Manager is someone who runs the LLC, but does not own it.

Which Title Should I Use?

Tip: This stuff can be confusing and often sounds like a riddle (the words all sound similar). We recommend reading the following section (and maybe even the whole article) twice.

• If you own (some or all of) the LLC and the LLC is Member-Managed, you have the choice of using the title “Member” or “Managing Member”. The term “Managing Member” is more specific, as it states that you both own and manage the company.

• If you own some of the LLC and the LLC is Manager-Managed by other Members besides yourself, you must use the title “Member”. You cannot use the title “Managing Member” or “Manager”.

• If you own (some or all of) the LLC and LLC is Manager-Managed by an external person or persons, or a 3rd party, you also must use the title “Member”. You cannot use the title “Managing Member” or “Manager”.

• If you own (some or all of) the LLC and LLC is Manager-Managed by you, you can use the “Manager” or “Managing Member”.

Most LLCs are Member-Managed (and therefore run by Managing Members)

Most of our readers are small business owners, where they either own their companies 100%, or they have a business partner or two (and they share ownership).

In the majority of these cases, the LLC Members all want to take part in running the day to day operating and making business decisions.

In this case, the LLC has a Member-Managed style of management and all the Members can use the title “Managing Member”. This is the simplest structure and the simplest form of management, and again, this is the most popular.

Takeaways

The world of LLCs and their style of management can get quite complex, and depending on who owns your LLC and how it is managed will dictate the title that you use.

Again, most people own their LLCs outright (or with partners) and are Member-Managed, so “Managing Member” is the most common, and the most appropriate LLC title to use for most people.

On the other hand, there are times when not all LLC owners want to manage a company. In some cases, some of the Members run the business while other Members don’t, and in other cases, none of the LLC Members run the business. In both of these examples, the Members just use the title “Member”.

We hope that helps you further understand LLC titles and management structures.

Matt Horwitz
Founder & Educator, LLC University®
Forming an LLC shouldn't be so complicated. Our step-by-step guide will make the process a breeze – and no complex legal jargon! LLC University® teaches people how to form an LLC for free in all 50 states. We hope you find our free guides and resources helpful in your business journey.
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Disclaimer: Nothing on this page shall be interpreted as legal or tax advice. Rules and regulations vary by location. They also change over time and are specific to your situation. Furthermore, this comment section is provided so people can share their thoughts and experience. Please consult a licensed professional if you have legal or tax questions.

15 Comments

  1. lilian August 17, 2018

    Hello,

    The company that Im forming is member managed. We would like to designate office titles such as President, Vice- President, etc to comply with applications for permits needed. Our operating agreement (legalzoon) states that we can designate officers. What is the best way to acomplish this task? Host a meeting where we adjourn the titles?
    Thank you

    reply
    • Matt Horwitz August 18, 2018

      Hi Lilian, you can just designate the titles in the Operating Agreement. You could also hold a meeting, sign a Resolution, and then adjust the Operating Agreement. Hope that helps.

      reply
      • Lilian C Garzon August 18, 2018

        Yes that helps!!! Thank you for confirming that :)

        reply
        • Matt Horwitz August 19, 2018

          You’re welcome Lilian!

          reply
  2. WALTER C HELMS August 27, 2018

    I PERSONALLY SET UP A LLC
    I WANT TOTAL CONTROL OF ALL TRANSACTIONS AS BUYING.SELLING
    OF REAL ESTATE, STOCKS, BONDS AND INVESTMENTS.
    THIS LLC HAS 12 FAMILY MEMBERS.
    WHAT SHOULD MY TITLE BE.

    reply
    • Matt Horwitz September 26, 2018

      Hi Walter, it’s best to consult with an attorney on how to properly structure your LLC’s management in this situation. However, it does sound like a Manager-managed LLC with you being the Manager as well as a Member.

      reply
  3. Jessie January 22, 2019

    Hi Matt,

    I formed my LLC in Ga with myself as registered agent and organizer. After submiting I realized I didn’t appoint my husband as owner and me as manager. I should have put his name in the organizer and designated him as owner. How can I fix the problem? and if we go to open a bank account who can handle this?

    Thank you in advance.

    reply
    • Matt Horwitz January 22, 2019

      Hi Jessie, good news, the Georgia LLC Articles of Organization (and Transmittal Form) don’t ask for LLC Members. LLC Members in Georgia are listed in your Operating Agreement. The state only knows that you’re the Registered Agent for the LLC and the LLC Organizer. For the best paper trail (to open an LLC bank account), you as the LLC Organizer can sign a Statement of LLC Organizer, which states that you as the Organizer appoint you and your husband as LLC Members. Then you and your husband will also sign an Operating Agreement. And that’s how it’s done. If you need some reassurance at the bank, always call the branch manager ahead of time. Some junior reps. get a little confused with LLC stuff ;) Hope that helps!

      reply
      • Jessie February 4, 2019

        Thank you very much. Your website helps me a lot. Thank you again for your help and patience.

        Jessie

        reply
        • Matt Horwitz February 12, 2019

          You’re very welcome Jessie!

          reply
  4. Eva February 3, 2019

    Hi,

    I have LLC that manages ( Does not own property) few other LLC ( each one owns property). When file in FL I list the LLC as MGR for the other LLCs, but then Do I say I am a MGR or Owner?
    Thank you

    reply
    • Matt Horwitz February 12, 2019

      Hi Eva, please see my reply below.

      reply
  5. Eva February 5, 2019

    Thank you. I read all of the info you have and it is great, but I am still not sure how to sign on the annual renewal, since I have a MGR LLC that manages 4 other. I am the MGR of that Manager LLC. OK.
    Since the 4 LLCs have a manager ( the LLC/ MGR), how do I sign for them? Who am I? Still MRG, or what?
    I am registered agent for all thats easy.

    Thank you

    reply
    • Matt Horwitz February 12, 2019

      Hi Eva, Section 605.0212 of the Florida Statutes allows for anyone with authority to sign for the Florida LLC Annual Report. That can be an individual or an entity. If you’d like to sign on behalf of the “management LLC”, you can enter your name in the “Type Name of Individual Signing Here>” box. Then you can enter “Manager of ABC LLC” in the “Title” box. ABC LLC would be your LLC that manages the other LLCs. Hope that helps.

      reply
      • Eva February 16, 2019

        Super.
        You are great.
        Now I have to correct the Articles via Amendment

        reply

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