Member Of LLC Ordered To Arbitrate Dispute Regarding Sale Of The Major Assets Of A Commercial Office Building
In the business law appellate case of Comando v. Nugiel, 12-2-3962, App. Div. the plaintiff Elizabeth Comando LLC, appealed from an order denying her motion to compel arbitration regarding the sale of the major asset owned by Centre LLC, a commercial office building. The appellate panel concluded the provision in Center LLC member’s operating agreement compels an arbitration-type dispute resolution procedure of the sale of corporate assets. The panel also concluded the trial judge erred (1) in finding Comando waived the alternative dispute resolution provisions in the operating agreement by filing this action, and (2) in determining a sale of the realty was prohibited by another contractual provision. Accordingly, the panel reverses that portion of the Law Division order denying Comando’s motion to compel arbitration of the sale of Centre LLC’s assets, as provided under by the deadlock provision of the members; operating agreement. The panel remanded to the trial court to enter an order compelling arbitration and to oversee commencement of an arbitration proceeding consistent with the terms of the parties’ agreement.
Reference: Case & Analysis, New Jersey Law Journal, 216 N.J.L.D. 630, June 2, 2014
Filed Under: Business Law: Mandatory Arbitration of Disputes: LLC Operating Agreement
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