When forming a limited liability company (LLC), one of the most important structural decisions owners make is whether the company will be member‑managed or manager‑managed . Even in a member‑managed LLC, the operating agreement may designate one individual as the managing member , giving them authority beyond that of the other owners. A 2014 New York case, Kalikow v. Shalik , offers a clear illustration of the legal distinctions between managing and non‑managing members and why they matter….