This week’s post kicks off the fall season with a preview of two cases that should cause an LLC to think twice about what it means to award equity to an employee.
Continue Reading Conditional Grants of Membership Interests Are a Roadway to Courtroom Conflict
This week’s New York Business Divorce highlights a fascinating New Jersey case in which the court expelled the minority member of an LLC after it abandoned the venture and withdrew its financial support.
Continue Reading Judicially Expelled Member Pays Heavy Price For Abandoning LLC
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
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.
Continue Reading New Jersey Supreme Court Raises the Bar for Judicial Expulsion of LLC Members
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.
Continue Reading Conditional Inspection of LLC Books and Records: When Is It Permitted?
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.
Continue Reading Choose Carefully: Dissolution vs. Dissociation Under RULLCA
Equity jurisprudence cozies up to LLCs in the appellate ruling highlighted in this week’s New York Business Divorce involving the forced sale of a dissociated member’s interest.
Continue Reading Dissociated LLC Member Faces “Equitable” Forced Buy-Out