Legal Question in Business Law in Florida

My husband is part of an LLC of 3 equal members in which 2 of the members want my husband out of the business and want him to "give" up his shares. Does this fall under the rights of a dissenting member where he can exercise those rights and receive fair market value for his shares?? or is that in the case of a merger where he is the dissenting member and automatically has the "right" to receive payment for his interest?? Also, there is nothing in their operating agreement that states they can just vote out a member so if he agrees to leave, does he has every right to demand they buy his shares or do they have rights of their own?? Since we have little funds at this time to retain an attorney, is it at all possible an attorney would accept this case on a contingency of a percentage of what we can possibly obtain in a buyout???

Thank you so much for your help, we don't have the funds to even consult with an attorney at this time.


Asked on 9/10/09, 8:53 pm

1 Answer from Attorneys
Philip Duvalsaint Philip A. Duvalsaint, PLLC

This does not sound like a situation that would trigger dissenter's rights (although to be certain, some research would be required). The operating agreement should spell out all of the parties rights and remedies. If there is no operating agreement or if the operating agreement does not limit the right of members to seek dissolution, you could seek judicial dissolution under Fla.Stat. 608.441.

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Answered on 9/11/09, 1:38 pm


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