Tag: real estate

Delaware Court Corrects Error in LLC Agreements’ Waterfall Provisions

Reformation is an equitable remedy that courts use to “reform” or correct a mistake in a written agreement, to conform it to what the parties actually intended their agreement to say. The Delaware Court of Chancery recently reformed the cash distribution waterfall provisions of the limited liability company agreements for three real estate joint ventures … Continue Reading

An LLC’s Property Is Not the Members’ Property

  A recent New York case dealt with one of the most fundamental characteristic of LLCs – the LLC as a legal entity. Sealy v. Clifton, LLC, 890 N.Y.S.2d 598, 2009 N.Y.App. Div. LEXIS 9020 (N.Y.App.Div. 2009). One of two LLC members, each owning a 50% interest, asked the trial court to partition the LLC’s … Continue Reading

Upcoming Event – Seminar for Washington Condominium Developers on Dissolution and Cancellation of Limited Liability Companies

Stoel Rives LLP is hosting a complimentary breakfast seminar in Seattle on Thursday, October 8, 2009, entitled “A Law Update for Condominium Developers: Practical Advice for Dissolution and Cancellation of Limited Liability Companies.” The seminar topics will include: The life cycle of a condominium LLC The recent Washington Supreme Court ruling in Chadwick Farms Owners … Continue Reading