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She also disobeyed the loyalty oath.

This implies that all company directors and officials


acting in their capacity as business fiduciaries must operate without individual economic conflict
(Schanzenbach, & Sitkoff, 2020). Corporate directors and officials are prohibited from using
their positions of confidence and trust to advance their interests. In addition, under the "duty of
good faith," a corporation's officers and directors must promote its interests and carry out their
responsibilities without breaking the law. Finally, she violated the obligation of disclosure,
which mandates that directors behave with "full honesty." This compels the members to
communicate to the investors "the facts and circumstances" pertinent to the executives' decisions
in specific instances.
Assume People Perches is a manager-managed LLC. Does this change your answer
above? Why or why not?
The disparity between manager-managed and member-managed LLCs would be that the
owners or members of a "member-managed" LLC are accountable for the daily functions of the
LLC. In contrast, the functions of a "manager-managed" LLC are handled by only a few
designated members or a Board of Directors (Schwidetzky, 2018). Manager-managed LLCs may
have passive shareholders built into the corporate structure, which is the main distinction
between the two. All members of a "member-managed" LLC have power equal to their
ownership stake. Because each member could be engaged in any decision, not only significant
matters entitled to voting, "member-managed" LLCs generally require every investor to play a
considerably more hands-on position than "manager-managed" LLCs. Fiduciary obligations
apply to both member-managed and manager-managed LLCs, and managers and
members should prioritize the LLC's interests over their own and outside interests.

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