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Court Of Chancery Suggests Equity May Aid When Dissolution Waived

Posted In LLC Agreements

Huatuco v Satellite Heathcare, C.A. 8465-VCG (December 9, 2013)

As this decision affirms, it is possible to waive the right to a judicial dissolution in an LLC agreement. However, the decision also notes that the Court may use its equitable powers to remedy an abuse of power.  This possible "escape valve" may be hard to invoke given the respect the Delaware Courts have for the right to contract away one's rights in an LLC agreement.