Title: Washington Resolution of Meeting of LLC Members to Accept Resignation of Manager of the Company and Appoint a New Manager — Guidelines and Variations Description: The Washington Resolution of Meeting of LLC Members to Accept Resignation of Manager and Appoint a New Manager is a critical process undertaken by limited liability companies (LCS) based in Washington state when a manager voluntarily resigns from their position. This detailed description aims to provide valuable insights into the resolution process, highlighting relevant keywords and mentioning any possible variations. Keywords: Washington Resolution, Meeting of LLC Members, Accept Resignation, Appoint New Manager 1. Overview: When a manager of an LLC operating in Washington decides to resign, a formal resolution meeting is conducted to accept their resignation and select a new manager. This resolution acts as a legal document that solidifies the transition in managerial responsibilities within the company. 2. Procedure: The LLC members gather for a meeting in accordance with the LLC's operating agreement or Washington state laws. During the meeting, the following steps are typically followed: a. Review of Resignation Notice: The LLC members review the resignation notice submitted by the departing manager, ensuring that it complies with the provisions mentioned in the operating agreement or state regulations. b. Acceptance of Resignation: A resolution is presented, acknowledging the resignation and accepting the manager's departure from their role within the LLC. Members vote on the resolution to approve the resignation. c. Selection of New Manager: Another resolution is introduced to appoint a new manager who will assume the duties and responsibilities of the departing manager. The resolution outlines the new manager's name and relevant details. The members cast their votes to approve the appointment. d. Signing and Record-Keeping: Once both resolutions are approved, they are signed by the LLC members present at the meeting. The signed resolutions are then properly recorded and stored as official documents. 3. Variations of Washington Resolution of Meeting of LLC Members: Although the basic framework for the resolution remains consistent, variations may arise depending on the specific circumstances of the LLC. Some notable variations include: a. Emergency Manager Replacement: If the resignation occurs unexpectedly or during emergencies where immediate action is required, members may adopt an expedited resolution process to swiftly accept the resignation and appoint a new interim manager until a more formal resolution meeting can be arranged. b. Unanimous Written Consent: In some instances, the operating agreement or state laws may allow for the unanimous written consent of all LLC members in place of a physical meeting. This provides an alternative resolution format in situations where a physical gathering is impractical or not feasible. c. LLC Operating Agreement Specifics: Each LLC may have distinct provisions outlined in their operating agreement that determine the specific steps, quorum requirements, notice procedures, or voting thresholds for the resolution process. Members must ensure compliance with these specifications while conducting the resolution meeting. In conclusion, the Washington Resolution of Meeting of LLC Members to Accept Resignation of Manager and Appoint a New Manager is a crucial procedure for transferring managerial responsibilities within an LLC. By properly executing this process and considering any variations pertinent to the LLC, the company can ensure a smooth transition and maintain optimal business operations.