For this homework assignment, you will need to review the provisions of the California Revised Uniform Limited Liability Company Act, found at Corporations Code §§ 17701.01-17713.06, to help answer the following questions. The statutes are available using the website link on the Course Resource section at the top of the page. Answer each of the following questions based on the materials in Chapter 38 (except where the California statutes provide a different result). Answer the questions in your own words – do not merely copy the statutes.
1. Explain the differences between a manager-managed LLC and a member-managed LLC as provided in the default provisions in California with respect to (a) the right to manage the ordinary business of the LLC, and (b) the authority of the members and managers to bind the LLC as an agent. [See Corporations Code §§ 17703.01; 17704.07]
2. Compare the fiduciary duties of the members of an LLC to the LLC and other members when the LLC is member-managed to the fiduciary duties of the managers and members of an LLC to the LLC and other members in a manager-managed LLC. [See § 17704.09]
Each answer will be graded based upon the degree to which you completely and accurately answer the question, identifying the correct facts and applicable rules of law, and using your own words and using proper sentence structure, grammar, and spelling. Answers that merely copy text or statutes will be given no points. Question 1 has 10 possible points and question 2 has possible 5 points, for a total of 15 possible points.