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corporate dissolution

143 published works

  1. New York Business Divorce

    New Jersey Courts Apply State’s Dissolution Statute to Foreign Corporations: Can it Happen in New York?

    By Peter A. Mahler

    A pair of recent decisions by New Jersey courts permits corporate dissolution petitions under that state's law for foreign corporations based in New Jersey. Would such a petition succeed in…

  2. New York Trusts & Estates Litigation

    Court Considers Estate Planning Documents In Deciding Corporate Dispute

    By Eric W. Penzer

    This week's entry discusses a recent case in which a decedent's estate planning documents were relevant in determining the outcome of a corporate dispute.

  3. New York Business Divorce

    Undocumented Stock Interests Invite Challenges to Standing in Corporate Dissolution Cases: Part Three

    By Peter A. Mahler

    In the last of a three-part series on disputes over stock ownership in corporate dissolution cases, this week's New York Business Divorce examines a case decided by New York County…

  4. Delaware Corporate & Commercial Litigation Blog

    Chancery Dissolves LLC Based on Section 18-802 “Reasonably Practicable” Standard

    By Francis Pileggi

    In Fisk Ventures LLC v. Segal, (Del. Ch., Jan. 13, 2009), read opinion here, (hat tip: Delaware Business Litigation Report), the Delaware Chancery Court dissolved an LLC based on the…

  5. New York Business Divorce

    Court Rejects Bid by Corporate Dissolution Petitioner to Voluntarily Withdraw Case Without Prejudice

    By Peter A. Mahler

    If you're going to accuse your business partner of bad acts and ask for judicial dissolution of the business, be prepared to settle or take the case all the way…

  6. New York Business Divorce

    Disputed Allegations of Shareholder Oppression Require Evidentiary Hearing

    By Peter A. Mahler

    The necessity of an evidentiary hearing is a threshold issue in corporate dissolution proceedings. A recent decision by Suffolk County Commercial Division Justice Emily Pines serves up a good illustration…

  7. New York Business Divorce

    Timing is Everything When it Comes to the Buyout Election in Corporate Dissolution Cases

    By Peter A. Mahler

    The laws authorizing "oppressed" minority shareholders to petition for corporate dissolution also give the majority shareholders the right to avoid litigating dissolution by electing to purchase the petitioner's shares for…

  8. Delaware Corporate & Commercial Litigation Blog

    Dissolution of Corporation Request Denied

    By Francis Pileggi

     Weir v. JMACK, Inc., (Del. Ch., Sept. 23, 2008), read opinion here. This Chancery Court decision denied a request for dissolution of a corporation and is another example of the factually…

  9. New York Business Divorce

    Spouses Holding Shares as Joint Tenants Must Jointly Petition for Corporate Dissolution

    By Peter A. Mahler

    When husband and wife hold shares as joint tenants with right of survivorship, can one of them seek corporate dissolution without joining the other? Get the answer in this week's…

  10. New York Business Divorce

    Failure to Disclose Stock Interest in Bankruptcy Petition Defeats Standing in Later Dissolution Proceeding

    By Peter A. Mahler

    It's not often that bankruptcy law intersects with corporate dissolution proceedings based on deadlock or minority shareholder oppression, but when it does, likely it's bad news for the petitioner seeking…