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Operating agreement

Aug 14, 2014

Creative Ways to Contractually Minimize the Chances of Shareholder Dispute Litigation

When two new clients recently came in to have an Operating Agreement prepared for their newly created LLC, they indicated that they had read my website.  Since I had experience in litigating shareholder disputes, they wanted to know how to make a “bulletproof” Operating Agreement, so that there would never be litigation if they disagreed over an issue. » Read More

Apr 14, 2014

Pros & Cons of Alternative Dispute Resolution in Shareholder Dispute Litigation

As many of you have read here before, the New Jersey Limited Liability Company Act now includes recovery for minority member oppression. Those remedies cannot be waived, as a matter of law. However, the parties to an LLC’s operating agreement (or a corporation’s shareholder agreement) can agree to an alternate dispute resolution (“ADR”) mechanism in advance, impacting the forum in which these issues will be decided. » Read More

Mar 27, 2012

New Case Reaffirms the Difference Between Corporations and LLC’s When It Comes to Rights of Minority Owners

I have written extensively about the difference between the law in New Jersey protecting a minority shareholder in a corporation, and the law protecting a minority member in a limited liability company (LLC).  Most lawyers practicing extensively in this area of law have long argued, and believed, that the statute protecting minority shareholders in a corporation from what is considered “shareholder oppression” does not apply to LLC’s (much as we may want it to).  » Read More