not reasonably practicable to carry on business with the member”

Assignment 6 – In a busin" rel="nofollow">iness, sometimes partners do not get along. Many times, the bylaws, or other documents (such as a shareholder agreement, buy-sell agreement or the like) will cover the situation when one partner is forced to leave the busin" rel="nofollow">iness. Usually, it's a “for cause” reason. The partner has done somethin" rel="nofollow">ing bad and needs to leave. Our hypothetical “problem” partner is someone who probably doesn't commit his or her time to the busin" rel="nofollow">iness (a goof off), embezzles money, breaches his agreements, files bankruptcy, or fin" rel="nofollow">inds herself in" rel="nofollow">in trouble with the law. Those people are beggin" rel="nofollow">ing to get removed from the busin" rel="nofollow">iness ownership. The other partners, if they have sufficient votes, will vote to remove the partner from ownership. However, many busin" rel="nofollow">iness owners are neglectful and do not get their documents prepared in" rel="nofollow">in the begin" rel="nofollow">innin" rel="nofollow">ing durin" rel="nofollow">ing the busin" rel="nofollow">iness’ formation. When partners later get in" rel="nofollow">into a dispute, the owners will be forced to rely on statutes, rather than the busin" rel="nofollow">iness documents, to remove a “problem” partner. This is an exercise about one of those statutes. What if, in" rel="nofollow">instead of committin" rel="nofollow">ing a crime, breachin" rel="nofollow">ing an agreement, or embezzlin" rel="nofollow">ing money, the partner is just a jerk, or extremely difficult to get along with by domin" rel="nofollow">inatin" rel="nofollow">ing meetin" rel="nofollow">ings, never votin" rel="nofollow">ing to approve anythin" rel="nofollow">ing, and/or bein" rel="nofollow">ing hyper-critical of every decision made? Can you remove those people from ownership? Review the LLC statutes found at this LINK. ( on uploaded files) Write a min" rel="nofollow">inimum two (2) page paper on the “not reasonably practicable to carry on busin" rel="nofollow">iness with the member” standard a court would apply to expel a member from the LLC. Specifically, I want your thoughts and ideas on what “conduct” qualifies to expel a member under this standard. You are encouraged to conduct your own research. Keep in" rel="nofollow">in min" rel="nofollow">ind that, accordin" rel="nofollow">ing to the wordin" rel="nofollow">ing, this statute does not require a wrongful act on the part of the member who is bein" rel="nofollow">ing expelled. Your focus should rather be on conduct that does not qualify either as a breach of contract or a breach of a duty (i.e., tort) to the LLC. Breaches like that provide an in" rel="nofollow">independent basis to expel a member. This exercise is very different from the previous exercises. You are bein" rel="nofollow">ing asked to read a statute, not a case. This Assignment is worth 30 poin" rel="nofollow">ints. Identification of all the elements of the correct standard is worth 15 poin" rel="nofollow">ints. It is not as clear-cut as you might thin" rel="nofollow">ink from a first read of the statute. You will need to focus on this to get maximum credit. Identification of relevant “conduct” is worth 15 poin" rel="nofollow">ints.