In Racing Investment Fund 2000 v. Clay Ward Agency, Inc., 320 S.W.3d 654 (Ky. 2010), an LLC creditor attempted to force the LLC to call for capital from the members in order to satisfy the creditor’s judgment claim for unpaid insurance premiums. The creditor’s attempt was based on a capital call provision in the LLC operating agreement.

The just released 2011 edition of Chambers USA: America’s Leading Lawyers for Business features 12 Dickinson attorneys, including Howard Hagen, who was the only Iowa attorney to be named a “Star Individual” in the area of Banking & Finance.

HSB 42 would amend the Iowa Business Corporation Act to mandate that publicly-held Iowa corporations have staggered terms for board of directors and only permit directors of such boards to be removed for cause. The ISBA Business Law Council opposes the bill because it is contrary to the principle that shareholders should have a say in all fundamental corporate governance issues.

In re First Protection, Inc., 2010 WL 5059589 (9Th Cir. BAP [Ariz.] November 22, 2010) is another case involving the attempt by a single member of an LLC to prevent a bankruptcy trustee from exercising management rights over the LLC.

One of the most prevalent corporate characteristics seen in LLC operating agreements is the concept of a board of managers intended to act like a board of directors. Corporate board members, however, do not have an independent right to act on behalf of the corporation. That may not be the case with managers of an LLC.