North Carolina Lawyers Weekly

The shareholder agreement for four physicians’ cardiology practice set out a method for valuing shares if a shareholder decided to leave the practice. When plaintiff decided to leave the practice, the remaining three shareholders followed that valuation method, and plaintiff’s ...

Tagged with: Corporate

Although the Delaware charter of defendant Cycle Labs, Inc., gives a North Carolina company (defendant Cycle Holdings, Inc.) the voting power to elect a majority of Cycle Labs’ directors (i.e., three of the five directors), a voting agreement between Cycle ...

Tagged with: Corporate

Plaintiff – a former employee and minority owner of defendant CPP International, LLC – alleges that she was fraudulently induced to give up her membership interest in CPP shortly before it was sold for millions of dollars, much of which ...

Tagged with: Corporate

In a dispute arising out of a contract to transfer and develop real property, the complaint alleges that plaintiff Clue Property Development, LLC, is the successor in interest to Cue Property Development, LLC. Although defendants argue the complaint does not ...

Tagged with: Corporate

Defendant Burnette seeks indemnification from the defendant-limited liability company for the expenses he incurred in successfully defending a lawsuit brought by plaintiff, a co-member of the LLC. Both the Limited Liability Company Act (LLC Act) and the Business Corporation Act ...

The operating agreement for the plaintiff-limited liability company does not contain a rule of equal dignities, requiring amendments thereto to be in writing. As a result, defendants’ forecasted evidence—(1) that defendant Smith was induced to leave another sports agency to ...

Plaintiff, who was in poor health and dire financial straits, signed a stock redemption agreement (Redemption Agreement) even though he disagreed with the agreement’s valuation of the defendant-corporation’s stock. However, nothing in the Redemption Agreement or in plaintiff’s complaint indicates ...

Although there were only two members of the three defendant-limited liability companies at the time their founder died, their operating agreements included a member’s death as a mandatory dissolution event “unless within 90 days following the occurrence, the Members mutually ...

Even if a letter to defendants constituted a demand as required by G.S. § 57D-8-01(a)(2), since the letter was sent after plaintiff commenced this action by filing an “Application and Order Extending Time to File Complaint,” the letter was not ...

When a derivative action is filed on behalf of a limited liability company, G.S. § 57D-8-03(f) says a “court may appoint a panel composed of one or more independent persons on motion of the LLC to make a determination whether ...