Estate of Collins v. Geist

Michael Collins formed an LLC at his father E.A.'s request, later renamed it, removed a co-manager, and installed E.A. (who lived out of state and had no operational involvement) as a manager; Michael then signed several land conveyances from the LLC to Geist and others (defendants). After E.A. died, his estate (plaintiff) sued to void the conveyances, arguing no written operating agreement named Michael as manager, so he lacked authority to bind the LLC. Michael submitted an affidavit stating he and E.A. had agreed Michael would manage the company; the district court granted the defendants summary judgment, and the estate appealed.