Based on our research and experience, the best defenses to a class action generally revolve around the requirements of typicality and adequacy of the class representative (Danis v. USN Communications, Inc., 189 F.R.D. 391 (1999)). The presence of even an arguable defense peculiar to the named plaintiff or a small subset of the plaintiff class may destroy the required typicality of the class as well as bring into question the adequacy of the named plaintiff’s representation. This fear arises from the possibility that the named plaintiff could become distracted by the presence of an individual defense, which could compromise the…
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The elements required to establish a joint venture are broadly consistent across the search results. They include:
1. An express or implied agreement to carry on an enterprise (805 ILCS 206/202), (Ambuul v. Swanson, 162 Ill.App.3d 1065 (1987)), (Yokel v. Hite, 348 Ill.App.3d 703 (2004)).
2. A manifestation of intent by the parties to be associated as joint venturers (805 ILCS 206/202), (Ambuul v. Swanson, 162 Ill.App.3d 1065 (1987), (O’Brien v. Cacciatore, 227 Ill.App.3d 836 (1992)).
3. A joint interest as shown by the contribution of property, financial resources, effort, skill, or knowledge by each joint venturer (805 ILCS 206/202), (Ambuul v. Swanson, 162 Ill.App.3d 1065 (1987)), (Yokel v.
Continue Reading What is Joint Venture? When is Joint Venture Partner Required to Account? Lubin Austermuehle Concentrate on Breach of Fiduciary Duty in the Chicago Area.

Under Illinois law, defenses for a partner accused of breaching fiduciary duties to the partnership and his other partners can be varied and nuanced (LID Associates v. Dolan, 324 Ill.App.3d 1047 (2001)), (Pielet v. Hiffman, 407 Ill.App.3d 788 (2011)). Here are some potential defenses:
1. Compliance with Partnership Agreement: A partner who has acted in accordance with an express authorization in the partnership agreement may not be deemed in breach of fiduciary duties (1515 North Wells, L.P. v. 1513 North Wells, L.L.C., 392 Ill.App.3d 863 (2009). However, no language in a partnership agreement, however clear and explicit, can reduce a partner’s fiduciary duty…
Continue Reading What are the Best Defenses Under Illinois Law for a Partner Accused of Breaching Fiduciary Duties to the Partnership or Other Partners?

Choosing the right law firm to protect your minority interests in a closely held company is crucial, particularly when it comes to addressing breaches of fiduciary duty. Lubin Austermuehle is a firm that you might consider for several reasons:

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Continue Reading Why You Should Choose Lubin Austermuehle as Your Lawyers to Protect Your MInoirty Interests in a Closely Held Illinois Company From Breaches of Fiduciary Duty?

In Illinois, the protections for minority shareholders or LLC members from breaches of fiduciary duty in closely held companies can be found in a combination of statutory provisions and case law.
Firstly, the Illinois Limited Liability Company Act (805 ILCS 180/15-3) specifies that a member of a manager-managed LLC does not owe a fiduciary duty to the LLC unless they are a manager under the terms of the operating agreement (Katris v. Carroll, 362 Ill.App.3d 1140 (2005)), (Tully v. McLean, 409 Ill.App.3d 659 (2011)). This means that members of an LLC who are not managers do not owe a fiduciary duty to…
Continue Reading What Illinois Law Protects Minority Shareholders or LLC Members from Breaches of Fiduciary Duty in Closely Held Companies?

To protect beneficiaries in Illinois estates from breaches of fiduciary duty by the administrator, several measures can be taken based on the duties and responsibilities outlined in the relevant laws and cases.
Firstly, it’s important to establish that the relationship between an executor or administrator and a beneficiary is that of a trustee and cestui que trust, and is fiduciary in nature (In re Estate of Lis, 365 Ill.App.3d 1 (2006). This fiduciary duty requires the administrator to act with the highest degree of fidelity and utmost good faith in handling estate assets (Matter of Estate of Pirie, 141 Ill.App.3d 750 (1986), (In…
Continue Reading How do you Protect Beneficiaries in Illinois Estates From Breaches of Fiduciary Duty By the Administrator?

In Illinois, there are several circumstances under which a partner can sue another partner (Battles v. LaSalle Nat. Bank, 240 Ill.App.3d 550 (1992)), (In re Ascher, 141 B.R. 652 (1992), (Hux v. Woodcock, 130 Ill.App.3d 721 (1985)):
1. A partner can sue another for a breach of fiduciary duty, such as if a partner sells partnership property to a third party without approval from all partners (Battles v. LaSalle Nat. Bank, 240 Ill.App.3d 550 (1992)), (Nussbaum v. Kennedy, 267 Ill.App.3d 325 (1994).
2. A partner or partnership can bring an action against a co-partner if the plaintiff’s claim can be decided without a full review…
Continue Reading What are the Grounds for Suing a Business Partner in Illinois?

Yes, an individual can sue a college or university for a Title IX violation. The Supreme Court has recognized that Title IX entitles a person injured by a violation to sue for damages. In such cases, the plaintiff must demonstrate that an official of the educational institution who has the authority to institute corrective measures has actual notice of the misconduct and is deliberately indifferent to it (Doe v. St. Francis School Dist., 694 F.3d 869 (2012)).
Title IX violations in the educational context have been encountered in several legal proceedings. Examples include Hendrichsen v. Ball State University, where a…
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In Illinois, a derivative lawsuit can be filed by an individual shareholder or a member of a limited liability company (LLC) to enforce a right that belongs to the corporation or the LLC (Silver v. Allard, 16 F.Supp.2d 966 (1998)), (Pistone v. Carl, Not Reported in N.E. Rptr. (2020). The aim of such a lawsuit is to protect the interests of the corporation or the LLC from the misconduct of its directors and managers (Silver v. Allard, 16 F.Supp.2d 966 (1998)).
There are certain prerequisites for filing a derivative lawsuit. Firstly, the shareholder or member must make a demand upon the board of…
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Yes, taking excessive compensation can indeed violate a managing member or majority shareholder’s fiduciary duties. Case law supports this assertion. In Fleming v. Louvers International, Inc., the court found that a majority shareholder violated his fiduciary duties by taking excessive compensation, depriving a minority shareholder of his rightful distributions. This conduct was seen as a breach of both his common-law fiduciary duty and his duty under section 12.56(a)(3) of the Act, and also constituted constructive fraud.
The case of Kovac v. Barron highlighted the defendant shareholder who had the corporations pay him and his wife millions in excessive compensation, which…
Continue Reading Can Taking Excessive Compensation Violate a Managing Member or Majority Shareholder’s Fiduciary Duties?

In Illinois, there are several defenses that can be utilized in response to a libel suit. One such defense is the doctrine of “innocent construction”, where a potentially defamatory statement is innocently construed, and therefore not actionable. Expressions of opinion are another type of defense, as they are not considered statements of fact and are therefore protected from defamation claims.
Another key defense to defamation in Illinois is the defense of truth. Under Illinois law, if the defendant can show the “substantial truth” of the alleged defamatory statement, this is considered a complete defense to defamation. The defendant need only…
Continue Reading What are the Best Defenses to a Libel Suit in Illinois?