CopyCited 6 times | Published | District Court, S.D. Florida
...duciary duty in violation of Fla. Stat. §
605.04091 is a derivative claim. Further, Defendants argue Plaintiffs' SAC contains no allegations showing Plaintiffs complied with the statutory requirements to prosecute a derivative claim under Fla. Stat §
605.0802 and, therefore, the claim must be dismissed....
...Moreover, there is nothing in Manor Glenn's Operating Agreement that provides for members to directly sue managers. See (ECF No. 40-2, pp. 14-18.). Therefore, Plaintiffs must bring this claim derivatively. For a member of an LLC to bring a derivative claim against an LLC's manager, the member must comply with Fla. Stat. § 605.0802 's prerequisites: (1) The member first makes a demand on ......
...Fla., June 6, 2013) (Cohn, J.) (finding that alleging demand would be futile because defendants "faced a substantial likelihood of liability" for causing or allowing the company to commit the injurious acts as insufficient to challenge defendants' independence or disinterest.) Here, Plaintiffs simply allege that a § 605.0802 pre-suit demand to Defendants would have been futile because Defendants had a guilty participation in the wrongs complained of....
...by Florida courts faced with this issue; and (4) the lack of cited case law supporting Plaintiffs' proposition, this Court dismisses this count for Plaintiffs' failure to comply with the requirements to prosecute a derivative action under Fla. Stat. § 605.0802 ....
...fore, Plaintiffs have not been afforded access to the records they have a statutory right to inspect. Accordingly, this court will not dismiss this count for failure to state a claim. 2. Derivative Claims As previously stated, pursuant to Fla. Stat. § 605.0802 , to bring a derivative claim, an LLC member must make a pre-suit demand or, in the alternative, plead with particularity why a demand would be futile....
