Ana and Nina form an LLC to operate a restaurant. After many extremely profitable years, Ana and Nina disagree about the future of the restaurant, and Ana seeks to have the LLC dissolved and all of its assets sold as provided for in their state's LLC act. Nina, however, argues that Ana is limited to the exit mechanism in their LLC operating agreement, which would allow Nina to buy Ana out at "fair value" and allow the LLC/restaurant to continue operating without selling its principal assets. What will happen when they go to court?

Group of answer choices

a The court will balance Ana's fiduciary duty of care with her fiduciary duty of loyalty and determine whether a buyout is appropriate.

b The court will rule in favor of Nina, and hold the members to the exit mechanism specified in their operating agreement.

c The court will apply the operating agreement, but not the exit mechanism specified, because pre-arranged exit mechanisms are not permitted.

d The court will rule in favor of Ana and apply the state's LLC act, which trumps any contractual arrangements made by the LLC members.

A, B, and C establish a member-managed LLC. A, B, and C all participate equally in the daily operation of the company. The company's operating agreement is very short and includes no provisions relating to the management of the company. On behalf of the LLC, A purchases a new delivery truck for the company's existing fleet of trucks. B and C object, and claim A had no authority to make the purchase. Who will win?

Group of answer choices

a. A, because A has authority to act as an agent of the LLC.

b. B and C, because a delivery truck is personal property.

c. A, because the truck has already been purchased.

d. B and C, because only managers, not members, have authority to act as agents for the LLC.