Texas Business Court Clarifies Fiduciary Duties in Texas LLCs

Short summary

Texas court ruled fiduciary duties in multi-party LLC ventures depend on written agreements and actual management roles, not membership alone. Explicit joint venture disclaimers are binding, and corporate officers don't automatically owe duties to other LLC members. Clear structural choices matter legally.

• •Fiduciary duties in LLCs depend on written agreements and management role, not membership status
• •Joint venture disclaimers in LLC agreements are legally binding if drafted clearly
• •Corporate officers don't automatically owe duties to other LLC members unless managing directly

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