Tag: Derivative suit

Massachusetts Court Disregards Contribution of Services When Calculating Members’ Votes Because LLC’s Records Didn’t Specify Value of the Services

Members of a Massachusetts LLC can file a derivative lawsuit on behalf of the LLC only if a majority of the members other than the defendant approve the lawsuit. Unless the LLC’s operating agreement provides otherwise, the members’ votes are determined by the value of their contributions as shown in the records of the LLC. … Continue Reading

New York LLC Derivative Suit Fails for So Many Reasons

Judge Karas thoroughly dissects the plaintiff’s derivative and other claims in Cordts-Auth v. Crunk, LLC, No. 09-CV-8017, 2011 U.S. Dist. LEXIS 109600 (S.D.N.Y. Sept. 27, 2011). The opinion usefully sheds light on some of the corners of New York law on LLC derivative suits. Plaintiff Renate Cordts-Auth filed suit on September 18, 2009, asserting:  ●         derivative … Continue Reading

Oregon Clarifies LLC Derivative Suit Requirements

The Oregon Court of Appeals has clarified when and how members of an Oregon LLC can maintain a derivative suit in the name of the LLC. Bernards v. Summit Real Estate Mgmt., 229 Or.App. 357, 213 P.3d 1 (July 1, 2009). Oregon’s LLC Act allows member derivative suits, but the court imposed additional pleading requirements on … Continue Reading