4D06-14-Florida Estate Developers, LLC v. The Ben Tobin Companies, LTD.

State: Florida

Court: Florida Fourth District Court

Docket No: 4D06-14

Case Date: 09/05/2007

Preview:DISTRICT COURT OF APPEAL OF THE STATE OF FLORIDA
FOURTH DISTRICT
July Term 2007

FLORIDA ESTATE DEVELOPERS, LLC, Appellant, v. THE BEN TOBIN COMPANIES, LTD., a Florida Limited Partnership, JO JO'S MOJO OF THE FLORIDA KEYS, LLC, a Florida Limited Liability Corporation, JO JO'S OF THE FLORIDA KEYS, LLC, a Florida Limited Liability Corporation, MARK A TOBIN and JASON TOBIN, Appellees. No. 4D06-14 [September 5, 2007] COLBATH, JEFFREY, Associate Judge. Florida Estate Developers, LLC ("FED") appeals an order dismissing with prejudice all five counts of its Third Amended Complaint against defendants/appellees The Ben Tobin Companies, Ltd. ("BTCO"), Jo Jo's Mojo of the Florida Keys, LLC, Jo Jo's of the Florida Keys, LLC, Mark A. Tobin, and Jason Tobin on the ground that the complaint failed to state a cause of action. We affirm the dismissal of Counts I, II, III, and V without further comment; we reverse the dismissal of count IV and write solely on this issue. In Count IV of its Third Amended Complaint, FED alleges a breach by BTCO of Florida Statutes sections 608.4225 and 608.423. Specifically, FED alleges that BTCO breached the duties of loyalty and care mandated by these statutes. Section 608.4225 provides that, subject to sections 608.4226 and 608.423, each manager and managing member of a limited liability company "shall owe a duty of loyalty and a duty of care to the limited liability company and all of the members of the limited liability company."

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