Boilerplate in LLC operating agreements is risky business
Jul. 7, 2011 – The Dickinson Law Newsroom
Risk Management Services, L.L.C. v. Moss, 40 So.3d 176 (La. App. 2010) provides an interesting lesson on the importance of covering all elements of an LLC’s existence within the operating agreement, including the expulsion or termination of a fellow member. If the operating agreement doesn’t spell it out, there’s no telling how a court will rule!
The April 2010 case was an appeal from an action for declaratory judgment and damages against Moss, a member who was expelled from the LLC. On November 23, 2004, a Petition for Declaratory Judgment and Damages for Breach was filed by Risk Management Services, L.L.C., (“RMS”), Jean L. Robert and Dominick A. Vaccaro, Jr. against Robert W. Moss, III, a former member and manager of RMS, alleging breach of an operating agreement signed by Moss.
The full version of this article is available online at Ward on Iowa Limited Liability Company Law.
Tags: boilerplate in LLC operating agreements, expulsion of LLC member, LLC operating agreement, Risk Management Services LLC v. Moss
Categories: Business Law