Michael Lieberman, Steven Mossbrook, and Sandra Mossbrook formed Wyoming.com, LLC in 1994. After a dispute with the Mossbrooks in 1998, Lieberman served the LLC with a “notice of withdrawal” and demanded that the LLC pay for Lieberman’s “share of the company” in the amount of $400,000 based on the LLC’s current valuation. The Mossbrooks voted to accept Lieberman’s withdrawal, but they offered him only $20,000 because that was his initial ownership stake. Lieberman rejected the $20,000 offer. The operating agreement was silent on the issue of dissociation.

CASE QUESTIONS

1. How should the court rule?

2. Could the Mossbrooks have avoided having to pay any money to Lieberman had they simply voted to reject his “notice of withdrawal”?