News & Publications

Apr 4th, 2019

BLS in Florida Bar News

From Florida Bar News: After four years of study and work by the Business Law Section, a major overhaul of Florida corporation laws is moving through the House and Senate. The revision of F.S. Chap. 607 “is largely an update and modernization of the corporate statutes with the goal of making our statute as clear as possible and making it have all the things that a modern corporation needs,” said Philip Schwartz, a former chair of the Business Law section who co-chaired the section subcommittee that worked on the project. Read More
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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