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112 results found


Stoel Rives LLP | USA | 21 Jun 2013

Creditors of Colorado LLC have no standing to sue members who received unlawful distribution

The Colorado LLC Act prohibits an insolvent LLC from making a distribution to a member. Insolvency is defined as the LLC's liabilities exceeding its


Stoel Rives LLP | USA | 7 Jun 2013

Oregon becomes the second state to authorize benefit LLCs

This week Oregon became only the second state to authorize benefit LLCs, when Governor Kitzhaber signed House Bill 2296. Over a dozen states have


Stoel Rives LLP | USA | 4 Jun 2013

Florida adopts revised Limited Liability Company Act

The Florida Legislature recently passed unanimously a new limited liability company statute (the New Act), and Governor Scott is expected to sign the


Stoel Rives LLP | USA | 24 May 2013

Kansas court enforces statutory indemnification and awards attorneys' fees in fiduciary duty lawsuit

The Kansas LLC Act requires an LLC to indemnify its members or managers, in some cases, for their attorneys' fees to the extent they are successful


Stoel Rives LLP | USA | 13 May 2013

Delaware Supreme Court affirms reformation of LLC agreements but reverses award of attorneys' fees - law firm was working for free

Last year the Delaware Court of Chancery reformed the cash distribution waterfall provisions of three real estate joint venture LLC agreements


Stoel Rives LLP | USA | 3 May 2013

Ohio upholds charging order on medical LLC

LLCs have become the entity of choice for most new businesses, and as a result charging orders are being sought more and more frequently. A novel


Stoel Rives LLP | USA | 26 Apr 2013

Montana becomes tenth state to authorize series LLCs

Two weeks ago Montana joined the nine other states that have authorized series LLCs. Montana Governor Steve Bullock signed House Bill 362 on April 12


Stoel Rives LLP | USA | 22 Apr 2013

Virginia amendment to LLC statute overturns Ott v. Monroe

In 2011 Ott v. Monroe threw a monkey wrench into the transferability of Virginia LLC member control interests. The Virginia Supreme Court ruled that


Stoel Rives LLP | USA | 16 Apr 2013

Uncertainty over Delaware LLC fiduciary duties to be clarified

Last fall the Delaware Supreme Court surprised many corporate lawyers when it declared that whether the Delaware LLC Act imposes fiduciary duties on


Stoel Rives LLP | USA | 8 Apr 2013

Maryland resists piercing LLC veil

Veil-piercing law varies widely from state to state, and a recent Maryland case is an example of the member-protective end of the spectrum. Its

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