The Michigan Resolution of Meeting of LLC Members to Remove the Manager of the Company and Appoint a New Manager is a legal document that outlines the process by which members of a Limited Liability Company (LLC) can remove an existing manager and appoint a new one. This resolution is executed during a formal meeting of the LLC members and follows the guidelines set forth in the Michigan state laws. Keywords: Michigan, Resolution, Meeting, LLC Members, Remove Manager, Appoint New Manager. There are two main types of Michigan Resolutions for LLC Members to Remove and Appoint Managers: the "Unanimous Consent Resolution" and the "Majority Consent Resolution." 1. Unanimous Consent Resolution: In this type of resolution, all LLC members must agree unanimously to remove the current manager and appoint a new one. This level of agreement ensures that every member is fully supportive of the change and avoids any potential conflicts or disputes. 2. Majority Consent Resolution: In contrast to the unanimous consent resolution, this type of resolution requires only a majority of the LLC members to agree to the removal and appointment of a new manager. The specific majority threshold may vary depending on the LLC's operating agreement or the applicable state law. However, it typically requires more than 50% of the members' votes to pass the resolution successfully. Regardless of the type of resolution chosen, the Michigan Resolution of Meeting of LLC Members to Remove the Manager of the Company and Appoint a New Manager should include the following essential elements: 1. Introduction: The resolution should begin with a clear statement of its purpose, identifying the LLC and its members. 2. Statement of Authority: This section should cite the relevant sections of the LLC's operating agreement or Michigan state laws that grant the members the authority to remove and appoint managers. 3. Removal of Current Manager: The resolution should specify the name and position of the current manager, the reasons for their removal, and any procedural requirements to be followed during the removal process. 4. Appointment of New Manager: The resolution should state the name and position of the new manager to be appointed, along with any necessary qualifications or criteria for the position. 5. Voting and Consents: The resolution should outline the process by which the LLC members express their consent to the resolution, including the specific voting method (e.g., in-person, mail, or electronic) and any time constraints. 6. Effective Date: The resolution should specify the effective date of the manager's removal and the commencement of the new manager's role. 7. Signature and Notarization: The resolution should conclude with a section for the LLC members' signatures and the inclusion of a notary public's acknowledgement. By following the procedures outlined in the Michigan Resolution of Meeting of LLC Members to Remove the Manager of the Company and Appoint a New Manager, LLC members can ensure a smooth transition of managerial responsibilities while adhering to the state's legal requirements.