Also known as:managers · managerial · court-appointed manager · managing agent
Written by attorneys · grounded in primary & secondary sources — see below
A person who administers or supervises the affairs of a business, office, or other organization.
Sources & Authorities
How it applies
Common Examples
6
Partner Implements Compliance Measures
Mohan Malhotra, a partner at a midsize firm, discovers that junior lawyers have been mishandling client documents. He institutes mandatory ethics training, document-review protocols, and regular audits to reduce the risk of future violations by the entire legal staff.
LLC Manager Avoids Personal Liability
Malcolm McKinley serves as the designated manager of Metro Bank LLC. When the company defaults on a large loan, creditors attempt to collect directly from Malcolm. Because the debt belongs solely to the LLC, Malcolm faces no personal exposure solely from his managerial role.
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Cases
Statutes
Federal Rules
Uniform Acts
Model Codes
Restatements
Dictionaries
Maya Malik, acting for Magnolia Foods Inc., uses corporate authority to appoint herself manager of a newly formed joint venture with a supplier. The corporation thereby gains the ability to oversee the venture's operations through her managerial position.
Judge Barred from Business Management
Monica Morgan, a sitting judge, also serves as manager of a family real-estate company and signs deeds on its behalf. The dual role leads to disciplinary proceedings because judges may not act as managers of private business entities outside narrow exceptions.
Partner Oversees Nonlawyer Staff
Maria Morales, a partner at Maxwell Manufacturing's outside counsel firm, learns that a paralegal has been shredding documents after receiving an inadvertent production. She establishes firm-wide procedures to ensure nonlawyer conduct remains compatible with professional obligations.
Demand on LLC Managers Precedes Suit
Madison Meyers, a member of Momentum Capital LLC, believes the managers have breached fiduciary duties. Before filing a derivative action she first demands that the managers cause the company to sue. When they fail to act within a reasonable time, she may proceed with the suit on the company's behalf.
Common questions
Frequently Asked
4
Does a manager of an LLC face personal liability for the company's debts?+
No. Under the uniform act a manager is not personally liable for the debts of the limited liability company solely by reason of acting as manager. The liability remains solely that of the company regardless of dissolution.
What obligations does a law-firm manager have regarding lawyer compliance?+
A partner or lawyer with comparable managerial authority must make reasonable efforts to ensure the firm maintains measures that give reasonable assurance all lawyers conform to the rules of professional conduct.
When must a member make demand on managers before bringing a derivative action?+
In a manager-managed LLC the member must first demand that the managers cause the company to enforce the right. Only if the managers fail to act within a reasonable time may the member proceed with the derivative suit.
May a judge serve as manager of a private real-estate company?+
Generally no. Judicial conduct rules prohibit a judge from serving as manager of a business entity outside narrow family-business exceptions because the role compromises judicial independence.
326 U.S. 310 (1945)Civil Procedure
…from 1937 to 1940, now in question, appellant employed eleven to thirteen salesmen under direct supervision and control of sales managers located in St. Louis. These salesmen resided in Washington; their principal activities were confined to that state; and they were compensated by commissions based upon the amount of their…