Default Fiduciary Duties in Delaware LLCs Remains an Open Question following Delaware Supreme Court Ruling
Earlier this year, I wrote about an opinion from the Delaware Court of Chancery that, if affirmed, could have broad practical implications for LLC managers and the fiduciary duties owed to their members. We have been monitoring this case and, on November 7, the Delaware Supreme Court issued its decision. As it turns out, whether fiduciary duties are owed by default in a Delaware LLC remains an open question. The Delaware Supreme Court affirmed the earlier Chancery Court's opinion exclusively on contractual grounds, leaving open-ended the question as to default fiduciary duties by rejecting the Chancery Court's decision to incorporate fiduciary duties into the Delaware LLC Act. Please continue reading below for the text of DLA Piper's follow-up Client Alert posted by John Reed and Jennifer Lloyd.