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Legislative updates

There are no new updates at this time.

Case summaries

Business Judgment Rule
Reister v. Gardner, 2020 Ohio 5484, decided December 3, 2020. The Ohio Supreme Court ruled that the Court of Appeals erred when it held the litigation privilege shielded the business decisions made by directors regarding corporate litigation. The court distinguished the litigation privilege - which protects participants in litigation from suits over statements made during litigation, with the business judgment rule - which provides deference to decisions by the board while managing the corporation, including decisions regarding litigation.
Fictitious Name
Red Foot Racing Stables v. Brewer, 2020 Ohio 5201, decided November 5, 2020. The Ohio Court of Appeals upheld the dismissal of a lawsuit filed by a horse racing stable based on the Ohio statute stating that no person doing business under a fictitious name shall commence or maintain an action in the fictitious name or on account of any contracts made or transactions had in the fictitious name until it has registered the fictitious name with the Secretary of State. The court rejected the plaintiff’s argument that the registration requirement does not apply to horse racing stables.
Effect of Becoming Limited Liability Partnerships
810 Properties VIII LLP v. Sukenik, No. 108922, decided April 23, 2020. The Ohio Court of Appeals held that two limited liability partnerships had standing to enforce partnership agreements entered into before filing their statements of qualification to become limited liability partnerships. The filing of the statements of qualification did not create new partnerships. The partnerships continued to be the same entities as before the filings.

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