Search results for ‘"authority to act"’

Sham LLC Election Leads to Standing Defect and Vacation of $20 Million Judgment

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The LLC Jungle has frequently posted on a common battleground issue in LLC litigation: authority to act for the LLC.  (See here for a few posts on this issue.) In a recent opinion published by California’s Fourth Appellate District — NNN Capital Fund I, LLC v. Mikles (order for publication…

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The Perils of Buying Property from an LLC with Competing Claims to Managerial Authority

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Prior LLC Jungle posts have addressed the tricky issue of LLC managerial authority in the context of the LLC’s dealings with third parties.  See: LLC and Partnership Authority “Safe Harbors” LLC Managerial Authority and Dealings with Third Parties As referenced in those posts, under Corporations Code section 17703.01, when an…

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LLC and Partnership Authority “Safe Harbors”

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California’s statutes governing LLCs and general partnerships include “safe harbor” provisions making it easier for third parties to rely on the apparent authority of an LLC’s manager or a partnership’s partner.  The statutes also make it more difficult for other LLC members or partners to unwind the entity’s transactions with…

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LLC Managerial Authority and Dealings with Third Parties

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One of the recurring issues I see in my litigation practice is LLC managers engaging in “questionable conduct” with third parties — outsiders to the LLC. By “questionable conduct,” I generally mean binding the LLC to transactions and obligations that might be beyond the manager’s authority to enter into without…

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