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28 results found

Article

Herrick Feinstein LLP | USA | 20 Aug 2013

Delaware legislature resolves fiduciary duty ambiguity

The Delaware legislature has amended Section 18-1104 of the Delaware Limited Liability Company Act (the "Act") to resolve an ambiguity as to whether

Article

Herrick Feinstein LLP | USA | 27 Mar 2013

New Jersey revised uniform Limited Liability Company Act

As reported in our December Corporate Alert, the New Jersey Revised Uniform Limited Liability Company Act took effect on March 18, 2013. The Act

Article

Herrick Feinstein LLP | USA | 28 Jan 2013

Delaware Court of Chancery imposes default fiduciary duties upon managing member of a limited liability company

The Delaware Court of Chancery has often held that managers of a Delaware limited liability company are subject to "default" fiduciary duties. The

Article

Herrick Feinstein LLP | USA | 28 Dec 2012

Delaware Supreme Court finds manager of LLC violated fiduciary duties

The Delaware Supreme Court affirmed the Chancery Court's decision that a limited liability company's controlling member-manager breached his contractual

Article

Herrick Feinstein LLP | USA | 28 Dec 2012

New law brings significant changes to New Jersey LLCs

The New Jersey Revised Uniform Limited Liability Company Act (the "Act") was recently enacted. The Act represents the first set of significant changes to

Article

Herrick Feinstein LLP | USA | 27 Feb 2012

Delaware Chancery Court holds LLC managers owe fiduciary duties

The Delaware Chancery Court held that the traditional fiduciary duties of loyalty and care are owed by managers of Delaware limited liability companies to their members in the absence of a contractual provision waiving or modifying those duties.

Article

Herrick Feinstein LLP | USA | 26 Oct 2011

Seventh Circuit: outcast minority member of LLC is still an insider

There has been a noticeable increase in bankruptcy preference lawsuits wherein the plaintiff alleges that the defendant is an "insider" of the debtor and should therefore be required to disgorge payments received within one year of the debtor's bankruptcy filing.

Article

Herrick Feinstein LLP | USA | 25 Oct 2011

Delaware chancery court rules in favor of hedge fund investor

The Delaware Court of Chancery ruled in favor of a hedge fund investor's breach of contract and fiduciary duty claims.

Article

Herrick Feinstein LLP | USA | 21 Sep 2011

Delaware Court of Chancery upholds transfer of voting interests between members without consent of third member

The Delaware Court of Chancery approved the transfer of a limited liability company membership interest, including both the economic and voting rights associated with that interest, to an existing member of the company without the consent of a third member.

Article

Herrick Feinstein LLP | USA | 21 Sep 2011

Delaware Supreme Court says no to creditor derivative suits in LLC context

The Delaware Supreme Court has banned derivative suits by creditors of Delaware limited liability companies ("LLCs").

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