The Appellate Division, Third Department, has ruled that an LLC member’s fiduciary duties continue even after the de facto break-up of the company. Read about this important decision in this week’s New York Business Divorce.
Continue Reading De Facto Dissolution of LLC Does Not Terminate Members’ Fiduciary Duty or Avoid Accounting for Subsequent Profits
July 2008
Delaware and New York Courts Agree that 50% LLC Member May Not Hire Lawyer to Represent Company Adverse to Other 50% Member
By Peter A. Mahler on
There’s been a spate of recent court decisions concerning the authority of one 50% business owner to hire counsel to represent the company adverse to the other 50% owner. This week’s New York Business Divorce looks at two new decisions, one from New York and one from Delaware.
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Continue Reading Delaware and New York Courts Agree that 50% LLC Member May Not Hire Lawyer to Represent Company Adverse to Other 50% Member
Court Discounts Fair Value Award for Built-In Gains Tax in Shareholder Oppression Case
By Peter A. Mahler on
Justice Ira Warshawsky of Nassau County Supreme Court’s Commercial Division has issued a “BIG” decision (as in discount for Built-In Gains tax) in a stock valuation arising out of a dissolution proceeding brought by minority shareholders claiming oppression. Read about it in this week’s New York Business Divorce.
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Continue Reading Court Discounts Fair Value Award for Built-In Gains Tax in Shareholder Oppression Case
Court Orders Return of Investment as Equitable Remedy in LLC Dissolution Proceeding
By Peter A. Mahler on
A post-trial decision by Westchester Supreme Court Justice Alan Scheinkman tackles a novel remedial issue in an LLC dissolution involving 50-50 partners who went from friendship to fisticuffs over their vending machine business. Read about it in this week’s New York Business Divorce.
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Continue Reading Court Orders Return of Investment as Equitable Remedy in LLC Dissolution Proceeding