October 2013

The decision highlighted in this week’s New York Business Divorce may not be new, but it is one that deserves serious attention as a possible remedial template in deadlock dissolution cases, where one 50% owner with operational control uses it as a sword to force the other 50% owner to accept an under-valued buyout. …
Continue Reading How Should Courts Maximize Shareholder Value When Dissolving Deadlocked Companies?

Disputes over procedural issues are no less common in dissolution proceedings — and with consequences no less important — than in other types of civil litigation. This week’s New York Business Divorce samples a number of recent court decisions highlighting an array of procedural issues that come up in dissolution cases.
Continue Reading A Potpourri of Procedural Issues in Dissolution Cases

Decisions in lawsuits brought by minority members challenging LLC mergers are rare finds. This week’s New York Business Divorce highlights a recent decision in just such a case by Manhattan Commercial Division Justice Melvin Schweitzer, in which he denied a motion to dismiss an action seeking to set aside a merger involving a realty management company organized as a three-member LLC. You won’t want to miss it.
Continue Reading Action to Enjoin LLC Freeze-Out Merger Goes Forward

A long-running litigation battle between a technology and marketing company and its minority shareholder investors took yet another twist last week when the Appellate Division, First Department, reversed a lower court order upholding the company’s cancellation of the minority shares and the loss of their preemptive rights. Get the full story in this week’s New York Business Divorce.
Continue Reading Appellate Court Cancels Corporation’s Cancellation of Minority Shares