Grove v. Brown, C.A. No. 6793-VCG (Del. Ch. Aug. 8, 2013) [an enhanced version of this opinion is available to lexis.com subscribers]
Issues Addressed: This post-trial opinion addresses issues involved in a 4-person LLC whose members disputed: (1) what specific ownership interest each had in the LLC; (2) the impact of a member not contributing the required amount of start-up capital; (3) whether there was an usurpation of opportunity for some members to operate a separate business that engaged in the same industry as the original LLC; and (4) whether a purported merger complied with the terms of the LLC Act.
This 26-page opinion provides a helpful iteration of fundamental Delaware legal principles that should be of widespread utility for the vast number of closely held companies that constitute the largest percentage of businesses in the U.S., even if this case does not involve the multi-billion dollar disputes between publicly held companies that constitute a small percentage of U.S. business entities but often receive more press.
We provide a few bullet points with some key aspects of this opinion.
Read more Delaware business litigation case summaries and commentary on Delaware Corporate and Commercial Litigation Blog, a blog hosted by Francis G.X. Pileggi, of Eckert Seamans.
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