NEW: The Kentucky Business Entity Law blog and Creighton University’s Professor Joshua Fershée spar over a proposed “overt disclosure” requirement for eliminating the fiduciary duty of loyalty in an LLC Agreement in Respectfully, I Dissent: Dean Fershee and Elimination of Fiduciary Duties; Dissent Duly Noted: LLCs, Private Ordering, and Ample Notice; and Agreeing to Disagree.

An Overt Disclosure Requirement for Eliminating the Fiduciary Duty of Loyalty discusses a statutory requirement that the modification or elimination of fiduciary duties in an LLC agreement must be express so all parties to the agreement are informed of the modification or elimination and the extent of such changes.