The Appellate Division, Second Department delivered last week a fascinating case pitting a deadlock-based LLC dissolution petition against an equity forfeiture provision in the parties’ operating agreement. Add to that a bracing reminder that lazy pleadings and procedural missteps in
Strict compliance with contractual conditions precedent, yea or nay? In New York, it depends.
Now, the general rule is that strict compliance with contractual conditions precedent is required. The New York Court of Appeals has previously held: “Express conditions must
Cross-border business divorce disputes continue to bedevil New York’s commercial courts, forcing them to grapple with difficult conflicts-of-laws questions. We feature the latest instance on this week’s New York Business Divorce.
A new First Department decision proves once again that no one can agree on the Discount for Lack of Marketability.
When an aggrieved party feels his or her back against the wall, there is a strong temptation to assert every claim under the sun against the adversary. Offense is the best defense, so they say. But when the claims don’t
A recent appellate ruling provides the perfect excuse for revisiting a favorite topic, namely the powers of an estate representative of a deceased LLC member.
After three years of litigation, can a petitioner abruptly withdraw a business dissolution proceeding without consequences? A recent decision from Justice Reed in the New York County Commercial Division answers that question with a decisive “No.”
This week’s post shows that when it comes to business valuations, a little air adds lift—but too much and credibility goes pop.
You can’t have a business divorce without first having a business marriage.
Simple enough, right? But, a number of cases we’ve featured on this blog involve the central question of whether the parties, in fact, formed a business relationship… and
This week on New York Business Divorce, read about the interplay between statutory and contract rules for LLC manager removal or expulsion, set within an appeal from a trio of decisions we wrote about what feels like a lifetime ago.
