Under the link below is Peter Mahler’s last post of 2019—and it’s a fine one (as usual); it’s his listing and summary of the top ten “business divorce” cases of 2019. As you’ll see, many of them are relevant to LLC practice.
For those of you who (like me) follow Delaware Court of Chancery decisions about LLC issues, below is a link to a Shearman & Sterling post entitled “Delaware Chancery Court Finds Limited Liability Companies Can Be Liable For Advancement To Members, Even Under Delaware Corporate Law.”
Here’s the link:
LLC managers who want to sue their LLC’s law firm for malpractice, and the LLCs and members, should first read the following case:
Reynolds v. Henderson & Lyman et al., No. 17-1999, 2018 WL 4348013 (7th Cir. Sept. 12, 2018).
The basic lesson: Manager can’t sue on his own behalf unless the LLC’s law firm is also the manager’s law firm.
The controlling members of LLCs often want to obtain waivers from minority members of their statutory appraisal rights. Under the link below is a useful post about a recent Delaware case addressing the validity of these waivers under Delaware corporate law; but the reasoning and holding in the case is readily applicable to LLCs—and not only in Delaware but also, I suspect, in many other states.
Top Ten Business Divorce Cases of 2018
LLC lawyers need to follow business divorce cases because so many of them may be relevant to current situations of our LLC clients. As most of you know, Peter Mahler follows business divorce cases and scholarship carefully and writes very useful weekly posts about them. His latest post addresses what he views as the ten most important business divorce cases in 2018. To view this post, click here: https://www.nybusinessdivorce.com/2018/12/articles/annual-top-10-cases/top-ten-business-divorce-cases-2018/