This week’s New York Business Divorce offers a trifecta of sorts, offering summaries of three recent decisions, one involving an LLC, another a partnership, and another a close corporation.
Recent Decisions Enforce LLC Member’s Right of First Refusal, Restrict Partnership Accounting, Invalidate Shareholder’s Post-Mortem Buyout
This week’s New York Business Divorce offers a trio of recent decisions: One involving an LLC. One involving a partnership. One involving a close corporation. All of interest to business divorce aficionados.
Commercial Division Says “No Chance” on “Second Chance” Deposition of a Corporate Representative
Commercial Division Rule 11-f establishes that a party may serve a notice or subpoena on any legal or commercial entity. Upon receiving this notice, the responding party must then designate and produce a corporate representative for the deposition, who is
Second Department Rejects Private Auction for Deadlocked Corporation
If you petition for deadlock-based dissolution, be prepared to liquidate via public sale. This week’s post explores the Second Department’s recent decision reversing a post-dissolution buyout of one shareholder via private auction.
Misappropriated Watering Hole Becomes Money Judgment Sinkhole
In this week’s New York Business Divorce, read about an unusually brazen case of misappropriation of corporate opportunity culminating in a hefty judgment against the perpetrators, including punitive damages and an accounting surcharge.
Fair Value Awards: A Matter of Interest
This week’s New York Business Divorce looks at an oft neglected issue with potentially large financial consequences in statutory fair value appraisal proceedings: interest on the fair value award.
A Cross-Country Road Trip of Elections to Purchase in Dissolution Proceedings
When a shareholder petitions for dissolution, many states have statutes allowing the corporation to respond by buying out the complaining shareholder. This week’s post takes a look at several recent decisions concerning buyout elections across the country.
Signed, Sealed, Delivered
Under Section 216.1(a) of the Uniform Rules for Trial Courts (“Section 216.1(a)”), courts are authorized to seal documents “upon a written finding of good cause, which shall specify the grounds thereof.” Section 216.1(a) states that “whether good cause has been
Pitfalls for Corporate Counsel in Business Divorce Disputes
In this week’s New York Business Divorce, we consider some recurring problems for corporate and general counsel in business divorce cases, including difficult issues of attorney-client privilege and the appreciable risk of disqualification when roles change from corporate to litigation
Operating Agreement Trumps Postnup in High Stakes Battle Over Transfer of LLC Interest
Postnup agreement clashes with LLC agreement’s transfer restrictions in this week’s New York Business Divorce featuring a querelle de famille among the French heirs to the Bic pen fortune.