Legal Question in Business Law in Delaware

It could specify in a contract, for example, which state's law would govern. Absent that, however, it would be the law of whatever state it was sued in. There would be jurisdiction in Delaware because it is organized here and in Ohio because it is doing business there.

Since the vast majority of company dealings do not involve court actions, in addition to what my colleague noted:

Generally speaking, absent an agreement that has a choice of law provision, matters that have to do with the LLC's business dealings (contracts, employment issues etc.) are subject to the law of the state(s) where the LLC is active or where the contract took place. While corporate matters (equity of the company, dealings between members, management and control) are subject to the laws of the state of incorporation.

With that said, as noted, be aware that a contract and/or an operating agreement of the LLC could specify a choice of state's law.

If you need help with this please ping me offline.

Roman R. Fichman, Esq.

www.TheLegalists.com │ @TheLegalist

email: Info (@) TheLegalists (dot) com

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