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If It’s An LLC, Why Cite Corporate Law?

I continue to be surprised when courts refer to state laws governing corporations when the subject entity is a limited liability company.  A recent example of this confusion can be found in Piatelli Co. v. Chambers, 2014 U.S. Dist. LEXIS 1556 (D. Nev. Jan. 7, 2014).  That case involved a dispute over whether an agreement had been approved by…

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Fiduciary Duties And The Nevada LLC

Recently, UCLA Law School Professor Stephen Bainbridge posted this response to the question of “How far will Delaware courts allow an agreement to permit self-dealing in an LLC?”  How would this question be answered with respect to a Nevada limited liability company? Like Delaware, Nevada explicitly favors both freedom of contract and enforceability when it comes…

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