It’s no accident this blog has featured dozens of posts involving disputed capital calls. It’s a common scenario in the world of closely held firms, not always but sometimes pitting the interests of the passive owners in maintaining their equity
Latest from NY Business Divorce
Tax Partner, Not True Partner: The Limits of K-1s in Business Divorce Litigation
The Schedule K-1 is a tax form that pass-through entities use to report each owner’s share of the entity’s income, deductions, credits, and other tax items. It is also one of the great rock stars of business divorce litigation. K-1s
A Wrong in Search of a Remedy: Promissory Estoppel
Peter Sluka wrote a month ago about Matter of Lin v Sun ___ AD3d ___ (2026 NY Slip Op 02065 [1st Dept Apr. 7, 2026]). In Lin, the First Department unanimously rejected a petitioner-appellant’s claim she acquired standing to
A Money Judgment by Any Other Name Is Still Not Rescission: First Department Rejects Last-Ditch Intervention Gambit in LLC Membership Dispute
Some of the most interesting cases we post about on this blog are, of course, the ones where there is more than meets the eye.On the surface, today’s case—Bapaz NYC West St Group LLC v. Assa Properties Inc., 2026
Is it Time for Courts to Embrace Shareholder Oppression Outside of the Corporate Dissolution Context?
This week, we take a break from our regular coverage of recent developments in business divorce caselaw in favor of a more enduring, slightly more scholarly debate. Don your herringbone, affix your spectacles, and retreat to your wood-paneled study.This post
A New Framework for the Family Business Enterprise: A Review of Benjamin Means’ “The Principles of Family Business Law”
Family-owned businesses are vital to the economy and I dare say the American way of life. According to a recent estimate, around 90% of all business firms in the U.S. are family owned, numbering over 30 million and generating
Promise of Equity Falls to Operating Agreement’s Rigid Admission Requirements
Litigation over who is—and who is not—a member of a limited liability company has become a defining feature of LLCs. The ease with which parties form LLCs, coupled with the informality with which they often operate them, has spawned a
Mining for a Joint Venture: A Crypto “Partnership” That Never Got Off the Blocks
Every so often a case comes along that reads less like a business dispute and more like a cautionary tale about the perils arising out of unwritten deals among friends. As we’ve written about before, these cases can be
A Cross-Country Trio of Appellate Decisions Tackles Novel LLC Disputes
As I have written in the past, and repeat here, the statutes and judge-made law governing disputes among co-owners of closely held entities can vary significantly from state to state. Depending on the state, there also can be much in common,
Liquidated Damages or Unenforceable Penalty?
This one hurts to write about (from a trial lawyer’s perspective). Imagine this:
- Your client sues his former business partners for breach of a non-compete.
- You go to trial on behalf of your client, and win a hard fought victory: