In Terminal Properties, Inc. v. Hampton Propane Terminal, L.C., 2009 Iowa App. LEXIS 231 (March 26, 2009) the Iowa Court of Appeals confirmed that the business judgment rule applies to Iowa limited liability companies formed under Iowa Code Chapter 490A (for LLCs formed under Iowa Code Chapter 489 the business judgment rule is codified). You can read the case here.
I am not sure I agree with the court's reasoning that allowed it to avoid the issue of whether the managers of the LLC had conflicts of interest when they voted in favor of the actions that became the subject of the litigation. The appearance of conflicts would have negated application of the BJR and led to a much more interesting and helpful opinion, albeit a more difficult one for the court.
-Marc Ward
Comments