GOVERNANCE: SEATING A ‘COUNCIL OF ADVISERS’

State laws require corporations to have by-laws. Those stipulate a formal governance structure – a Board of Directors. An LLC is required to have a document called a ‘Certificate of Organization’ and also to file an annual report with the state in which it is organized. Most LLCs also have an ‘Operating Agreement’, esp. if there is more than one owner. This Agreement functions like, and has provisions similar to, the by-laws required of corporations.

These are formalities, of course. We have observed that some LLCs have a ‘Council of Advisers.’ These are not formal structures. They provide for greater flexibility because meetings are informal. It’s not unusual for members of a Council to double as members of an incorporated LLC’s Board of Directors.