Chancery Dissolves LLC Based on Section 18-802 "Reasonably Practicable" Standard
In Fisk Ventures LLC v. Segal, (Del. Ch., Jan. 13, 2009), read opinion here, (hat tip: Delaware Business Litigation Report), the Delaware Chancery Court dissolved an LLC based on the standard in Section 18-802 of the Delaware LLC Act, that it was not "reasonably practicable" to carry on the business of the LLC.... Among other reasons, this is a key decision because, comparatively, there are precious few decisions that have interpreted the contours and nuances of that statutory standard.
A previous decision of the court in this case, also important in its own right, and providing additional background facts, was summarized on this blog here.
This Chancery Court opinion is must reading, in its entirety, by anyone involved in a case that deals with the pursuit of, or defense of, a claim that an LLC should be dissolved.
UPDATE: Nationally-prominent LLC expert, Prof. Larry Ribstein, provides a scholarly analysis of this case, and a comparison to the "oppresion of the minority" claim in close corporations, here. Also, Peter Mahler reviews the case here.
