The limited liability company is relatively young.  Though origin research is always a dubious task, my efforts tell me that the first LLC was created in 1977 in Wyoming, followed by other LLCs in Florida in 1982.  The years since then have witnessed the LLC’s rise to the closely held entity of choice among business owners.

One benefit of the LLC’s youthful age is that many of the minds that were most influential in its early-stage development are still teaching, practicing, and studying, all while continuing to lend their expertise on LLC formation, regulation, and litigation.  And your best chance of catching all those prominent minds in one place is at the American Bar Association’s annual LLC Institute.

For those interested in learning the intricacies of the LLC laws directly from the experts, I highly recommend attending the two-day conference.  While a single-post recap inevitably won’t do justice to the many presentations, panels, and discussions at the Institute, this week’s post attempts to sample some of the best business divorce topics highlighted in the 2024 LLC Institute.Continue Reading Greetings from the American Bar Association’s 2024 LLC Institute

At the 2023 LLC Institute recently held in Denver, CO, the NYBD authors had the pleasure of sharing their views from the Business Divorce trenches on emerging trends or potential trends in LLC litigation.  Here is a recap of the lively panel discussion, Frontiers of LLC Member Litigation: Sex Discrimination as Oppression, Freeze-Out Mergers, and Direct vs. Derivative Claims.
Continue Reading Greetings from the American Bar Association’s 2023 LLC Institute

This week’s New York Business Divorce offers readers a preview of two thought provoking articles by Professors Donald Weidner and Daniel Kleinberger published as point/counter-point in the current issue of The Business Lawyer on the subject of LLCs, the direct-derivative distinction, and Special Litigation Committees.
Continue Reading LLCs, Direct vs. Derivative Claims, and Special Litigation Committees: A Lively Debate

Earlier this month the Connecticut Supreme Court handed down an important, first impression decision construing RULLCA’s provision granting members of manager-managed LLCs the right to inspect books and records. Read more in this week’s New York Business Divorce.
Continue Reading The Nutmeg State Out Front on Member Inspection Rights Under RULLCA

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.
Continue Reading Judicial Dissolution of LLCs Under RULLCA: Iowa Supreme Court Takes the Stage