Can a three-person minority outvote a four-person majority to oust the majority-appointed, longtime CEO of a profitable company (who also happens to be the founder of the company) in a vote requiring supermajority approval?The math ain’t mathing, you may be
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First Department Upholds Minority’s Unilateral Termination of Majority-Appointed CEO Over Majority’s Objections
Can a three-person minority outvote a four-person majority to oust the majority-appointed, longtime CEO of a profitable company (who also happens to be the founder of the company) in a vote requiring supermajority approval?
The math ain’t mathing, you may
Patiently Waiting for Proper Service: Commercial Division’s Latest Word on Service and Default Judgment Practice
When seeking a default judgment, parties often assume that an unanswered complaint puts them in the driver’s seat for a quick and early victory. But as practitioners in the Commercial Division are well aware, courts retain discretion to deny a
Winter Case Notes: A Partnership Masquerading as an LLC, and Other Recent Decisions of Interest
Here in New York, we’re about to say goodbye to a winter season like we haven’t seen in many years: prolonged, bitter cold; several prodigious snowfalls; and iced-over ponds. To all of which I say—hooray! Winter as it’s meant to
Winter Case Notes: A Partnership Masquerading as an LLC, and Other Recent Decisions of Interest
This week NYBD presents its annual Winter Case Notes summarizing several recent decisions of interest.
New York Trusts and Estates Legislative Developments of Which to be Aware in 2026 and Beyond
Last year, the New York Legislature (the “Legislature”) enacted, and Governor Kathy Hochul signed, into law several pieces of legislation that are likely to significantly impact trusts and estates practice in 2026 and beyond. The legislation in question concerns (a)
RICO Strikes (Out) Again in the Commercial Division: Bank of India v Anaya Gems
I have a soft spot for civil RICO: treble damages, enterprise allegations, the chance to elevate ordinary fraud into something operatic. But, as many of us have learned, civil RICO is not meant to transform ordinary commercial disputes into racketeering
Corporate Afterlife: Deadlock and Accounting in the Winding-Up Phase
A dissolved corporation doesn’t simply vanish. It enters the winding-up phase, where the corporation must “proceed to wind up its affairs . . . sell its assets for cash at public or private sale, discharge or pay its liabilities, and
Corporate Afterlife: Deadlock and Accounting in the Winding-Up Phase
A recent Brooklyn Supreme Court case bring useful insight on three post-dissolution fundamentals: when (and how) a dissolution can be annulled, the court’s supervisory power under BCL 1008, and why, when shareholders are deadlocked as to dissolution procedure, a public
From Hallucinations to Sanctions: Perils of the Use of Legal AI
A recent decision from Suffolk County Justice Linda Kevins in Cassata v Michael Macrina Architect, P.C. serves as yet another warning to practitioners concerning the risks and ethical considerations implicated by the use of generative artificial intelligence (“AI”) in the