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Chancery Explains 21 Reasons Why an LLC Is Not Purely a Creature of Contract
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Recent Contributors to The National Law Review
A recent Delaware Court of Chancery decision identified more than 21 reasons why an LLC is not purely a creature of contract.
Hassanein v. NTO Fund I, LLC, C.A.
August 4, 2026), is noteworthy for several reasons, such as: providing an illustrative, but not exclusive, list of reasons, with copious citations to authority, why an LLC Agreement might be primarily a creature of contract—but is not purely, or only, a contractual creature.
The court also observes that equitable remedies are also among the potentially available factors to consider.
A recent decision, by the same Vice Chancellor, that we highlighted on these pages, also addressed the issue.