Gatz Properties LLC v. Auriga Capital Corp. , No. 148, 2012 (Del. Supr. Nov. 7, 2012) (Per Curiam).
Delaware's High Court held that the manager of an LLC violated a contracted-for fiduciary duty that adopted the equitable standard of entire fairness in a conflict of interest...
There has been a back and forth between the Chancery Court and the Delaware
Supreme Court about whether there are default fiduciary duties for LLCs.
The Chancery Court takes the position that there are default fiduciary
duties, though you may contract around them. The Supreme Court on the