Law in the Marketplace: Business and friendship

John Cunningham

John Cunningham

Published: 12-09-2023 2:00 PM

Almost all New Hampshire multi-member LLCs have only two or at most three members.

Sometimes, some or all of these members are friends with one another; sometimes, they aren’t friends, but rather, merely co-workers who more or less get along with one another and who share in the management, work and income of their LLC under the governing LLC operating agreement. And, of course. both kinds of multi-member LLCs can be and often are successful.

However, if the members of a multi-member LLC are friends, this may provide them and their LLC with important benefits not available to LLCs whose members merely get along.

But this raises the question about what is a friendship. Philosophers have addressed this question since at least the fourth century BCE. For example, the Athenian philosopher Aristotle taught that, for the reasons he outlined, friendships are the best benefits available to human beings.

Briefly, philosophers generally agree that when two individuals are friends:

1. Even before they become friends, they have important common characteristics—for example, a love of family life or even just a love of music. These common characteristics help to bind them to one another year after year as friends.

2. Friends feel a significant affection for each other and sometimes even, if only modestly, a love for each other. But of course there are countless kinds of friendships, and there is a broad spectrum of friendships, ranging from merely casual to profound. Spouses are often profoundly close friends with each other. But so are other types of relatives and non-relatives.

3. In a true friendship, friends share their lives with each other. They do so by actively sharing with one another their past and current life experiences — even perhaps by Zoom on a weekly basis.

Article continues after...

Yesterday's Most Read Articles

Neighboring landowner objection stalls Steeplegate redevelopment approval
How has Hopkinton, one of the smallest public schools in New Hampshire, become such a lacrosse powerhouse?
Northeast Coffee Festival comes to Concord this weekend
Rock ’N Race draws 3,250 participants, still has further to go to meet fundraising goal
Steeplegate project to reopen to public comment as developer seeks to reduce required parking
High schools: Concord girls’ 4x100-meter relay sets school record at Merrimack Invite, plus more track, baseball, lax and tennis results

4. Friends are always seeking ways to help each other.

So should the members of New Hampshire multi-member LLC be, ideally, not merely co- members of their LLCs who get along with one another but friends who care about one another personally? The answer is that LLC co-members who are also friends provide one another and their LLCs with three important benefits:

■ First, if LLC co-members are also friends, they may be more powerfully motivated to perform their duties for their LLCs excellently than if they weren’t friends, since their business excellence will benefit their co-members as friends.

■ Secondly, disputes among members of LLCs about important LLC matters are inevitable. But it may be easier for co-members who are friends to resolve such disputes than for co- members who merely get along.

■ Thirdly, and often most importantly, there is a mutual trust, a warmth and sometimes even a joy in working with one’s co-workers if they are friends that doesn’t happen with co-workers who aren’t friends.

Obviously, this doesn’t mean that you should invite friends to become members of your LLC simply because they are your friends; they must also possess the practical knowledge and skills that your LLC needs. But if your co-members are also your friends, this may result in special blessings for you, your friends and your LLC.

Finally, however, if the co-members of multi-member LLCs are also friends, this may sometime cause problems for them that they wouldn’t experience if they weren’t friends. This possibility may be a good topic for another column.