Topic
corporate dissolution
143 published works
New York Business Divorce
Profitable Enough to Survive: A Healthy Rent Roll Beats Two Attempts at Dissolution
Imagine this: Your husband dies in 2016. He leaves behind an unpaid judgment owed to a Florida creditor, one that will balloon past $1 million with interest, that the estate…
Professional Services Industry Legal Blog
Business Divorce vs. Dissolution in Florida: Which Exit Fits Your Company?
A business divorce separates co-owners while the company keeps operating. Dissolution ends the company itself. Florida law gives you tools for both, and the path you choose first affects which…
New York Business Divorce
Phantom Income, Oppression, and Common-Law Dissolution
Does refusal to make tax distributions equal shareholder oppression? That's the subject of this week's New York Business Divorce.
New York Business Divorce
Which Hat Was He Wearing? The Legal Significance of Corporate Capacity
Family business disputes can turn on a deceptively simple question: Can an owner exercise a contractual or statutory right in one capacity while allegedly violating obligations owed in another? In…
New York Business Divorce
Steering Toward a Hearing: Second Department Reverses Summary Denial of Auto Body Repair Shop Dissolution
Recently, my partner Peter Sluka wrote about two Kings County Supreme Court decisions testing the procedural boundaries of shareholder-oppression claims under BCL § 1104-a. One of the lessons from those…
The Korean Law Blog
Shareholder Deadlock in Korea: When a Korean Court Can Dissolve a 50/50 Company
By Sean Hayes
A shareholder deadlock in Korea can lead to court-ordered dissolution when the conflict prevents normal business operations, causes or threatens irreparable harm, and leaves no realistic alternative for protecting the…
San Jose, CA Business Lawyer Blog
Administrative Dissolution of Corporations and LLCs Adopted in California
By Richard Burt
The following is the text of an e-bulletin that I wrote and that was published by the Corporations Committee of the Business Law Section of the California Lawyers Association. On…
New York Business Divorce
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,…
California Corporate & Securities Law Blog
What If A Creditor Refuses To Just Take The Money?
When a California corporation has been completely wound up without court proceedings, a majority of the directors then in office must sign and verify a Certificate of Dissolution which must…
New York Business Divorce
Corporate Dissolution Petition Hits Back Burner in Favor of Earlier Filed Claims for Money Damages
The shareholder oppression claim under BCL 1104-a has a unique relationship with claims for money damages. A minority shareholder petitioning for dissolution under BCL 1104-a must establish that the majority…