Legal Question in Business Law in Delaware

I am the manager of my Delaware LLC aviation company holding 75% of the voting units and 20% nonvoting units. I had a "DOMESTIC DISPUTE" with my wife/co-pilot while off duty late one evening at the hotel while out on a trip with our company jet. My partners and I are suing each other and they claim I violated the company OA. In our Operating Agreement it states the following: 5.8 Without the unanimous consent of all Members, the Manager shall not: Violate any state or federal law, including but not limited to the Federal Aviation Administration regulations.

Question Does the language here with respect to violating ANY state law apply to speeding tickets and wife beating? (She hit me in the head with her laptop and I simply reacted poorly due to fatigue and stress)


Asked on 10/11/10, 2:18 pm

1 Answer from Attorneys
Kevin B. Murphy Franchise Foundations, APC

Any attorney will say it depends on how the word "violate" is reasonably interpreted. It seems on its face to mean some kind of final determination. For example, you can get a speeding ticket. But if you protest the ticket and ultimately overturn the citation, then you haven't "violated" the traffic law. You say you had a "Domestic Dispute," but what do you mean exactly? Were you arrested and charged? You haven't been convicted, have you? Like the speeding ticket, the journey toward whether you "violated" a law may be still in progress. Then there are other arguments related to the fact that it's an aviation company and "law" should be aviation-related. A full review and analysis of your LLC documents is needed. Consult with a good business attorney in your area for specific advice and representation. If you're in a lawsuit and don't have an attorney, you are courting disaster.

Kevin B. Murphy, B.S., M.B.A., J.D. - Mr. Franchise

Franchise Attorney

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Answered on 10/16/10, 5:27 pm


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