LCs are either manager-managed or member-managed.

Manager-managed LLCs have at least one manager listed in the records of the Commission, and at least one member who must be listed if the member owns 20% or more of the LLC. In general, in a manager-managed LLC that has no operating agreement, each manager has authority to act for the LLC and most day-to-day decisions are made by a majority vote of the managers, with each manager having one vote. See A.R.S. § 29-681. Manager-managed LLCs are very similar to corporations in the way day-to-day decisions are made. For example, the managers are like the board of directors of a corporation, and the members are like shareholders.

Caution – if there are two managers and no operating agreement that provides otherwise, both managers will always have to agree on every action or decision, because there will never be a majority.

Member-managed LLCs have at least one member and do not have any managers listed in the records of the Commission. In general, in a member-managed LLC that has no operating agreement, each member has authority to act for the LLC and each member has one vote per member. Member-managed LLCs with no operating agreement are very similar to partnerships in the way decisions are made, with most day-to-day decisions being made by a majority vote of the members. See A.R.S. § 29-681.

Caution – in a two-member LLC with no operating agreement that provides otherwise, both members will always have to agree on every action or decision, because there will never be a majority.