News & Analysis as of

Update of California Statutory Law – The California Revised Uniform Limited Liability Company Act – Lenders and Borrowers Beware

The California legislature recently enacted the California Revised Uniform Limited Liability Company Act which made some important changes to existing California law affecting both lenders and limited liability company...more

New California LLC Law Requires Members To Reconsider Their Operating Agreement

On January 1, 2014, California limited liability company (LLC) law changes in several respects. Unlike other new laws regulating business entities, the new LLC law does not give existing LLCs a choice as to whether to be...more

MA Highest Court Decides that Managers at LLCs Can Be Individually Liable For Wage Act Violations

Yesterday, the Massachusetts Supreme Judicial Court held that managers of limited liability companies can be individually liable under the Massachusetts Wage Act for unpaid wages due to employees. Historically, the Wage Act...more

The Debate Rages On Regarding Whether Default Fiduciary Duties Apply to LLC Managers Under Delaware Law

Earlier this year, we reported on the Delaware Court of Chancery's decision in Auriga Capital Corp. v. Gatz Properties, LLC, wherein Chancellor Strine held that traditional fiduciary principles apply to LLC managers or...more

Setting Up an LLC: Member or Manager Managed LLC (Business Formation)

LLCs often choose a manager where members can be passive. These individuals may be investors and designated as members, but they do not participate in the day-to-day decision making of the company. Here it makes sense to have...more

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