Iowa was one of the earliest of the 22 states that by now have adopted the Revised Uniform LLC Act (2006). Last month, Iowa’s Supreme Court handed down an important first-impression decision construing and applying RULLCA’s judicial dissolution provisions in a case involving a family-owned realty holding company. This week’s New York Business Divorce has the story.
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RULLCA
New Jersey Supreme Court Raises the Bar for Judicial Expulsion of LLC Members

The New Jersey Supreme Court last week issued an important decision tightening the criteria for judicial expulsion of an LLC member. Get the story in this week’s New York Business Divorce. …
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Conditional Inspection of LLC Books and Records: When Is It Permitted?

A recent decision by Justice Donna Mills highlights the consequences of not including in the operating agreement confidentiality requirements linked to member rights to inspect books and records. It’s in this week’s New York Business Divorce. …
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Choose Carefully: Dissolution vs. Dissociation Under RULLCA

The Revised Uniform LLC Act or “RULLCA” has been adopted by a growing number of states. This week’s New York Business Divorce highlights RULLCA’s overlapping dissolution and dissociation provisions as recently construed by one appellate court.
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Involuntary Member Dissociation Under RULLCA

In states that have enacted the Revised Uniform LLC Act, courts can expel or “dissociate” a member on specified grounds including the member’s conduct that makes it no longer reasonably practicable to carry on the LLC’s activities with that person as a member. In this week’s New York Business Divorce, read about a recent New Jersey appellate decision applying that state’s version of the dissociation statute. …
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The Oral LLC Agreement: Boon or Bane?

Unlike many states including Delaware, whose statutes authorize oral LLC agreements, New York’s LLC Law mandates a written operating agreement. A recent decision by the Appellate Division, First Department, permitting a claim based on an alleged oral LLC agreement to go forward, prompts examination of the pros and cons of oral LLC agreements, in this week’s New York Business Divorce. …
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“But I Did Nothing Wrong!” No Defense to Involuntary Dissociation of LLC Member

A recent New Jersey appellate ruling upheld the expulsion of an LLC member whose conduct, even if not wrongful, almost caused the collapse of the business involving an overseas medical school. Read more in this week’s New York Business Divorce.
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New Jersey Adopts Revised LLC Act Authorizing Dissolution for Minority Oppression

New Jersey recently became the eighth state to adopt the Revised Uniform Limited Liability Company Act including a new provision authorizing judicial dissolution of LLCs on the ground of oppressive acts by the controllling managers or members and also providing a statutory buy-out remedy, much like the dissolution statutes governing close corporations. For more on the new statute’s background, its provisions, and the surrounding policy debate, read this week’s New York Business Divorce.
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Continue Reading New Jersey Adopts Revised LLC Act Authorizing Dissolution for Minority Oppression