To be sure I understand this, are you saying a bank refused to allow one of your members, who did not have proper ID, from opening an account?
Who would the suit be against? The bank or a person who said the situation was "embarrasing"?
Was anything else said?
Was this member an employee of the LLC?
We are total of 5 members on this LLC, we have been trying to complete the forming of the LLC. The member in question which a will called member1, my self and 2 other members went to a credit union were I'm currently employee to open and account. At the time are application was been reviewed by the services representative of the credit union, she stated that we all needed CA ID and US Social Security #'s, member1 hand her passport we were informed that the documents mention above were essencial for the opening of the account, member1 never mention that she did not had this documents and on top of that she was trying to fix her breast in to the brasier in front on all of us including the representative, this happened about 3 months ago.
Last week we had a discussion with member1 regarding a conflict between her and 2 other member's of the LLC, member1 was in another business with them and running a third business as their competition. I found this very unprofessional and unethical and that caused the lack of trust from the other 4 members, in the discussion I mention that we always gave us half truth of every thing and that created the embarrasing moment at the credit union for not having legal papers. After all of this we decided in 3 options 1. Expeld her from the LLC, 2. Dissolve the LLC 3. that she will reimburse us all our maney and keep the LLC. She stated that she will think about option 3 and let us know.
Yesterday we had a meeting in regard to her decision and she stated that she wanted to disolve the LLC that I would here from her in regards XXXXX XXXXX fact that "I was embarrased about her not having legal papers". This has me very preocupied because I don't discriminate or nothing in that nature.
Discrimination laws allow claims for only the specific reasons the law write about (which include race, national origin, gender, age, religion, color, ethnicity, disability, pregnancy, sometimes a few others). However, the laws apply to employment, housing, and state or federal agencies and offices. While it is possible for a discrimination claim to be filed between two members of the same race for discrimination, unless those parties are in the position of landlord, employer, or government agency/bureau, such action may fail to be considered discrimination. Also, discrimination involves the denial of an opportunity or right due to a persons race, national origin, age, etc. A statement that a situation may have caused embarrassment may not be enough to support any claim of discrimination, particularly if a person cannot show any "loss" such a comment may have caused them to suffer. While people are free to file lawsuits as they see fit, they will normally have to support their claims with sufficient evidence.
Thank you very much for your answer, if I have any other questions in the future would I be able to request your help or I would get someone else?
I would be happy to help you in the future if you wish, but all JA experts would be pleased to assist.
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So that it is easier for you to find, I have included my original answer below:
We the remaining members excluding member1 consider that this can affect the loyalty that a business partner should have to his partners. If member1 can run a competition business behind their back on a business where she was going to be owner, we can't trust that she can be loyal to the LLC.
My concern is that if we have any grounds to expel her in regard to was we found out of her way to do business, even do the LLC does not have nothing to do with the other 2 businesses other 3 of the members were in agreement to run one of the business as owners.
I'm afraid that she might want to file a suit against me with the allegation of discrimination on the legal status or for any other reason since she did said that I will hear from her soon. Or if she can try and cause me a trouble with my current employer.
Do we as LLC have any ground to terminate or expel her partnership or to dissolve the LLC?
Persons who own businesses together cannot control all parts of their co-owners' business. However, as indicated here, if an LLC's members all can act as managers of an LLC then each owner (called a "member" in an LLC) can be said to owe a "fiduciary duty" to the LLC and each other member. A "fiduciary duty" requires parties to be honest with each other and to work for the benefit of each other. If a fiduciary duty applies to a member then operating or running a competing business can be said to be a violation of such duty. Also, according to the information here an LLC can dissolve if a majority of its members agree to dissolve. Each situation is unique, however, and the information provided here should be discussed with an attorney in your state so you can take proper action.
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