Business Law Section Blog

Mar 22nd, 2019

Obtaining Fair Value For Dissociated, Oppressed Or Redeemed Minority LLC Members In Florida

Florida Statutes mandate that managers and managing members owe a duty of loyalty and a duty of care to the LLC and all its members. Fla. Stat. §608.4225(1). Furthermore, managers must discharge duties and exercise all rights consistent with the obligation of good faith and fair dealing. Fla. Stat. §608.4225(1)(c). Members may enter into an operating agreement to specify reasonable limitations on managerial duties, but the agreement cannot eliminate the duties of loyalty, care, or good faith and fair dealing.

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