Category Archives: LLC
One of These Things Doesn’t Belong Here: An LLC Member’s Direct and Derivative Claims Cannot be Joined in the Same Lawsuit
When litigating cases involving limited liability companies (or LLCs), we often see lawsuits that allege an LLC member’s direct claims together with the member’s derivative claims asserted on behalf of the LLC. Under Florida law, however, it is impermissible for an LLC member to allege both direct and derivative claims within the same lawsuit…. Read More »
How to Expel an LLC Member in Florida
As an LLC member, you might be wondering if the law allows you to expel another member. Yes, Florida law allows for the expulsion of an LLC member in limited cases. There are certain circumstances that must apply pursuant to the Florida Revised Limited Liability Company Act, known as the “Revised Act.” Outside the… Read More »
What is a PLLC and How Does it Differ from an LLC?
PLLC stands for professional limited liability company, which is similar to a regular LLC, or limited liability company. The main difference is there are requirements and restrictions that limit the formation of a PLLC to a business that provides a “professional service.” Chapter, 621, Florida Statutes defines the term “professional service” as any personal… Read More »
Common Deadlock-Breaking Mechanisms for LLC Disputes
When preparing an LLC operating agreement, you should include member deadlock-breaking mechanisms. When a deadlock occurs, it can create problems and cause disputes between the LLC’s members. Without any deadlock-breaking mechanisms, the LLC may face a number of avoidable problems, including litigation expenses, loss of productivity, and resentment between members. In extreme situations, a… Read More »
Can an LLC Expel an LLC Member in Florida?
Disputes between LLC members are relatively common, and there are situations where the discussion of expulsion comes up. In Florida, you can only expel an LLC member under certain circumstances, which are outlined in the state’s Revised Limited Liability Company Act, known as the “Revised Act.” The Revised Act took effect on January 1,… Read More »
Is an Operating Agreement Required for an LLC in Florida?
Florida doesn’t require that you have an Operating Agreement for your Limited Liability Company (LLC), but it is recommended that you have one. When setting up your company, it’s beneficial to seek legal advice from a Florida LLC Business litigation attorney. Business attorneys can not only assist with setting up your LLC, but they… Read More »
Involuntary Dissociation with Florida LLCs
Newly formed LLCs in Florida run the risk of drafting an operating agreement that is missing key elements, like what to do when the LLC members reach a deadlock. Even if your LLC does not have an operating agreement that discusses how to remove a member, Florida’s Revised Limited Liability Company Act (the Act)… Read More »
Instituting a Deadlock-Breaking Mechanism in Your LLC Operating Agreement
Disagreements between LLC members, at some tpoint, are inevitable. When members fail to reach an agreement on certain material matters, or set a dispute resolution procedure to break a tie vote, it is typically referred to a “deadlock.” Deadlocks can break down business processes, cause efficiency problems and loss of revenue, present distractions and… Read More »
Dissolving an LLC in Florida
When starting a new LLC, there is typically optimism that the business will be successful and that the members will get along well. In reality, however, things happen over time and disputes may arise between members in an LLC. In these cases, there is a some chance the LLC will be headed to what… Read More »
Methods Creditors Use to Try and Collect Personal Debts from Multiple Member LLCs
Like many other states, Florida doesn’t necessarily allow creditors to take the money or property of a multi-member LLC to pay off personal debts or liabilities incurred by one of the LLC’s owners. However, there is one method creditors may try to use in order to collect against the LLC for the individual’s debts…. Read More »