Supreme Court of Connecticut
418 Meadow St. Assoc. v. Clean Air Partners
May 22, 2012304 Conn. 820
Summary
The court held that an LLC member has an interest adverse to the company under § 34-187(b) whenever the member's interest is contrary or opposed to the company's interest in the litigation, and that this includes an interest held by the member's spouse. Because Barbara Levine's husband owned an interest in the defendant, her vote could be excluded, giving the plaintiff sufficient authorization to sue. The court also held that the statute governs when the operating agreement is silent. The court criticized the lower court's contrary interpretation and reversed and remanded.