Delaware Business Litigation Report

Court Of Chancery Explains Claims Available To LLC Members

CMS Investment Holdings LLC v. Castle, C.A. No. 9468-VCP (June 23, 2015)

This is an interesting decision because it explains what direct claims are available to investors in an LLC.

That is not always an easy question to answer. After all, some claims (including those involved in this case) might be classified as derivative and thus subject to the technical rules governing when such a claim may be filed. A direct claim avoids those problems. Moreover, a claim for violation of the implied covenant to deal fairly and in good faith is also hard to plead well, but this decision shows how to do so.

Share