Gottsacker v. Monnier
Supreme Court of Wisconsin
697 N.W.2d 436 (2005)
Monnier and Paul Gottsacker (defendants), who together owned a majority interest in a New Jersey LLC alongside Gregory Gottsacker (plaintiff), unilaterally transferred the LLC's sole remaining asset, a warehouse, to a new entity in which Monnier and Paul (but not Gregory) held ownership interests, without discussing the transfer with Gregory beforehand; the lower courts found Monnier and Paul had a disqualifying conflict of interest and that the transaction was unfair because it wasn't conducted at arm's length on the open market, and Gregory's suit challenging the transaction reached the Wisconsin Supreme Court.
Whether a member of a limited liability company with a material conflict of interest must deal fairly with the company and its members.