Default Fiduciary Duties and LLCs

Gatz Properties LLC v. Auriga Capital Corp., No. 148, 2012 (Del. Supr. Nov. 7, 2012) (Per Curiam).

Issue Addressed

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 transaction between the LLC and its manager.

The Institute of Delaware Corporate and Business Law at Widener University School of Law has an online symposium on the topic of default fiduciary duties in LLCs and LPs, available here. Professor Larry Ribstein, a leading expert on this topic, has a blog post here that links to his extensive scholarship on the issue, and