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Rohan Mgmt., Inc. v. Jantzen - 1/22/2019

Arizona Court of Appeals Division One holds that in an action for involuntary judicial dissolution of a limited liability company, A.R.S. § 29-785(A) does not limit venue to the county in which the LLC’s known place of business is located.


This special action arose out of a family dispute over jointly owned companies and properties.  A family member filed a complaint in Maricopa County Superior Court.  The siblings answered the complaint and simultaneously filed a complaint against the petitioner in Mohave County Superior Court asking for judicial dissolution of the LLC, among other claims.  The petitioner filed a motion for abatement in the Mohave County case, which was denied by the Mohave County Superior Court on the ground that § 29-785 does not allow for concurrent jurisdiction between counties on the dissolution claim.  The petitioner filed a special action petition challenging the denial.

The Court of Appeals accepted jurisdiction and granted relief.  The court noted that § 29-785 did not contain any language mandating that the county in which the known place of business of an LLC is located is the exclusive venue for a judicial dissolution claim.  Instead, the court reasoned, § 29-785 prescribes the proper venue for a judicial dissolution claim regarding an LLC but does not foreclose filing such a claim elsewhere. 

Because the Mohave County Superior Court had denied the abatement motion solely based on its interpretation of § 29-785, the court remanded the case to the Mohave County Superior Court for consideration of the abatement question. 

Judge Campbell authored the opinion which was joined by Judges McMurdie and Cattani. 

 

Posted by: Nathan Arrowsmith

Posted On: 2/7/2019