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Lieberman v. Wyoming.com LLC

Supreme Court of Wyoming
82 P.3d 274 (2004)

Facts

Wyoming.com LLC (defendant) was a Wyoming limited liability company (LLC). E. Michael Lieberman (plaintiff) was a member of the LLC. Lieberman served Wyoming.com with a notice of withdrawal from the company, which demanded the return of his share of the current value of the company, which he estimated at $400,000. The members of Wyoming.com accepted Lieberman’s withdrawal, elected to continue, rather than dissolve, Wyoming.com, but refused to return Lieberman’s requested share of the company’s current value. Wyoming.com filed an action for declaratory judgment to define its rights against Lieberman. Lieberman filed suit requesting dissolution of Wyoming.com. The actions were consolidated. The district court ordered liquidation of Lieberman’s equity interest, valued as the balance of his capital account as of the date of his withdrawal, which was negative. Lieberman appealed.

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Issue

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Holding and Reasoning (Golden, J.)

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Dissent (Lehman, J.)

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