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LLC Dissolution

98 published works

  1. New York Business Divorce

    Deadlock Over Voluntary Dissolution Agreement Leads to Involuntary Judicial Dissolution

    By Peter A. Mahler

    Is the statutory remedy of judicial dissolution available when shareholders fail to implement a prior agreement for a voluntary winding up and dissolution? Nassau County Justice Stephen A. Bucaria answers…

  2. New York Business Divorce

    Termination of Operating Agreement Triggers LLC Dissolution

    By Peter A. Mahler

    Can an LLC continue its existence after a member exercises the right to terminate the operating agreement? Justice Stephen A. Bucaria's recent decision in Matter of Fassa answers the question,…

  3. New York Business Divorce

    The Emerging Influence of 1545 Ocean Avenue on Judicial Dissolution of LLCs

    By Peter A. Mahler

    The Appellate Division, Second Department's breakthrough decision in the 1545 Ocean Avenue case, in which the court redefined the standard for judicial dissolution of LLCs, recently marked its one-year anniversary.…

  4. New York Business Divorce

    A Lesson in Arbitration Clause Drafting from Big Sky Country

    By Peter A. Mahler

    This week's New York Business Divorce travels to Montana to examine a recent decision by that state's highest court denying arbitration of a petition for judicial dissolution of an LLC.…

  5. New York Business Divorce

    Top 10 Business Divorce Cases of 2010

    By Peter A. Mahler

    It's the third anniversary of New York Business Divorce, and what better way to celebrate the occasion, and the New Year, than a look back at 2010's top-ten business divorce…

  6. Delaware Corporate & Commercial Litigation Blog

    Chancery Orders Dissolution of LLC of Famous Handyman, Based on “Not Reasonably Practicable” Standard

    By Francis Pileggi

    Vila v. BVWebTies LLC, C.A. No. 4308-VCS (Del. Ch. Oct. 1, 2010), read opinion here. Brief Overview This opinion adds needed depth to the case law on Section 18-802 of…

  7. New York Business Divorce

    Dispute Over Authenticity of Operating Agreement Leads to Reversal of Order Summarily Granting LLC Dissolution

    By Peter A. Mahler

    The hydra-headed Ficus Investments litigation is the gift that keeps on giving, at least to students of business divorce. This week's New York Business Divorce highlights the latest appellate decision…

  8. New York Business Divorce

    Appeals Court Upholds Equitable Buyout Remedy in LLC Dissolution

    By Peter A. Mahler

    Last week the Appellate Division, Second Department, affirmed a lower court's order directing an "equitable" buyout of an LLC member who petitioned for dissolution, notwithstanding the omission of a buyout…

  9. Delaware Corporate & Commercial Litigation Blog

    Chancery Rules on Dissolution of LLC

    By Francis Pileggi

    The Homer C. Gutchess 1998 Irrevocable Trust v. Gutchess Companies, LLC, C.A. No. 4916-VCN (Del. Ch. Feb 16 and 22, 2010), read letter decision here and original transcript of ruling here. Maura Burke,…

  10. New York Business Divorce

    Tzolis No Solace for Proponent of LLC Member Expulsion

    By Peter A. Mahler

    Can a court order the expulsion of an LLC member for misconduct absent language in the operating agreement so providing? Get the answer in this week's New York Business Divorce…