Legal Question in Business Law in Missouri

I am a member of a (4) member LLC in Missouri. Two of the members are father and son, and a third member is a family friend of the son. I am the 4th memeber without family ties. I have suggested that the voting rights in the operating agreement be by unanimous vote, instead of majority rule, because of (3) of the (4) members having such close family ties. The other members want majority rule. What is the most appropriate and fair way to set this up.

Asked on 12/28/11, 12:09 pm

1 Answer from Attorneys

Jonathan D. McDowell McDowell & McDowell, LLC

Typically Missouri Corporations are by a majority vote. Some operating agreements provide for a super-majority of 66%. In this case that still won't help you.

However, just because they are family, or have close family ties, does NOT mean they will out-vote you. Most of the litigation I see in businesses is between former friends or siblings fighting over ownership rights.

If there is an operating agreement with equal voting rights, make sure that the profits are received equally as well.

Hope this helps. If you need any clarification, let me know.


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Answered on 12/28/11, 1:27 pm

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