Ryan McManus authors "LLC’s Majority Member May Owe Fiduciary Duties to Minority Members"

In a recent decision, the Massachusetts Supreme Judicial Court (SJC) held that the majority member of a Massachusetts limited liability company (LLC) was subject to the same fiduciary duties as a majority shareholder in a Massachusetts close corporation. The court based its conclusion on a review of the operating agreement of the LLC in question, finding that it included protections similar to those afforded to close corporation minority stockholders.

This case will have lasting implications for both current and prospective business owners as they decide how to structure organizations and what provisions to include in their operating agreements.

Click here to read the full advisory.