NC Fiduciary Litigation Commentary
It usually starts with something small: a vendor payment you don’t recognize, personal charges on the company card, or a bank balance lower than it should be. Then you start looking and find more, like payments to companies your partner controls, customers steered to a side business, or records that are suddenly hard to get.…
A family business rarely has two separate identities. The founders are also spouses, siblings, or a parent and child, and the operating agreement, if one exists at all, usually reflects that closeness by saying almost nothing about what happens when one of them dies. That gap becomes the entire problem the moment it happens. The…
Business relationships fall apart. When they do, the first question we ask isn’t “what happened?” It’s “what kind of entity are you dealing with?” People use “shareholder dispute” and “partnership dispute” interchangeably. They shouldn’t. The entity structure determines the legal framework — which means it determines your rights, your remedies, and your realistic path forward.…
NC Business Court Limits Chapter 75 in Operating Agreement Case In Castillo v. RRD Financial LLC, 2025 NCBC 53, the North Carolina Business Court addressed an issue that comes up frequently in business breakups: when does an internal operating agreement dispute rise to the level of an unfair or deceptive trade practice under Chapter 75?…
On December 12, 2025, the North Carolina Supreme Court issued its decision in Gvest Real Estate, LLC (formerly Gee Real Estate, LLC) v. JS Real Estate Investments, LLC, et al.,affirming the North Carolina Business Court’s summary judgment order in a dispute over the ownership and management of Yards at NoDa, LLC. The case involved plaintiff…
On November 25, 2025, the North Carolina Business Court issued an important opinion in Estevez v. C&S Commerce, LLC, reaffirming a principle that continues to shape limited liability company (“LLC”) disputes across the state: fiduciary duty waivers in LLC operating agreements are enforceable. The case serves as a pointed reminder that, in North Carolina, LLCs…
Key Themes & Takeaways from This Year’s Rulings Fiduciary duty disputes continued to dominate the North Carolina Business Court docket in 2025, and this year’s decisions sent a clear message: fiduciary duties arise in narrow, well-defined circumstances — not merely because parties share an LLC, partnership, or contractual relationship. In case after case, the Court…
Disputes among LLC members often feel personal—especially when management power shifts, ownership interests are questioned, or a minority member is pushed aside. But a recent North Carolina Supreme Court decision underscores a critical reality: in LLCs, contract almost always comes first. In Gvest Real Estate, LLC v. JS Real Estate Investments, LLC, the Court reaffirmed…
A recent decision by the North Carolina Business Court (NCBC) re-affirmed long standing precedent that an arbitration award is customarily final and binding, even if it includes an error of fact or law.[1] In the most recent case, Killian/Simonini, LLC argued the arbitrator exceeded his authority by impermissibly including…