The Delaware Court of Chancery, in MKE Holdings, Ltd., et al. v. Kevin Schwartz, et al. and Verdesian Life Sciences, LLC, C.A. No. 2018-0729-SG, memo. op. (Del. Ch. Jan. 29, 2020), ruled that an LLC’s majority member cannot aid and abet breach of an LLC Agreement’s contractual obligation of good faith because Delaware law does not recognize a claim for aiding and abetting breach of contract, and an exception applicable to aiding and abetting “contractual fiduciary duties” did not apply because the duty at issue was purely contractual.
NEW: Patton Sullivan Brodehl discusses the decision in LLC Managers: No Immunity for Bad Faith Conduct.
K&L Gates discusses the decision in Delaware Court of Chancery Allows Direct Claims for Breach of Contract and Fraud to Proceed, Even After Dismissing Related Derivative Claims.
$$$ Law360 discusses the decision in Chancery Keeps Claims In Play Over $314M Fertilizer Deal.