This week’s New York Business Divorce announces the birth of its audio cousin, the Business Divorce Roundtable podcast, an interview-format podcast featuring discussions with top experts on timely business divorce topics including, for its premiere episode, an interview with leading business appraiser Chris Mercer.
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2016
Who Pays When the Court Compels a Buy-Out?
By Peter A. Mahler on
Posted in Buyout, Compulsory Buyout
Does an appellate ruling last week represent a change in the law concerning whether individual shareholders or the corporation or both can be compelled to purchase the shares of an oppressed minority stockholder? Find out in this week’s New York Business Divorce.
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Partner Who Wrongfully Dissolved Partnership Hit With Whopping 66% Minority Discount
By Peter A. Mahler on
A minority partner paid a heavy price for wrongfully dissolving the partnership in an appellate ruling last week applying a 66% minority discount — along with marketability and goodwill discounts and offsets for damages — to the value of the partner’s interest. It’s in this week’s New York Business Divorce. …
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A Potpourri of Partnership Breakups
By Peter A. Mahler on
Posted in Grounds for Dissolution, Partnerships
The partnership form of business association largely has faded from the scene as a vehicle for commercial enterprises, in favor of LLCs and S corporations, but there remains a trickle of litigated cases involving partnership breakups, three of which are highlighted in this week’s New York Business Divorce.
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The Prohibition Against Using Company Funds for Legal Fees in Dissolution Proceedings
A recent decision by Justice Stephen A. Bucaria in a common-law dissolution case prompts a look at the rules governing use of company funds to pay legal fees in dissolution cases. Learn more in this week’s New York Business Divorce.
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LLC Case Notes: Member Expulsion, Withdrawal, and LLC Purpose
This week’s New York Business Divorce highlights a trio of recent decisions involving LLC disputes concerning the membership rights of the estate of a deceased member, the intended purpose of the LLC as the basis for a dissolution claim, and the power to expel a member. …
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Court Dismisses Dissolution Petition Amidst Multi-Jurisdictional Battle for Control of LLC
By Peter A. Mahler on
An unusual, two-state battle between 50-50 owners of a New York LLC led to a decision earlier this month by Justice Kornreich dismissing a dissolution petition and denying injunctive relief following a New Jersey judge’s order appointing a fifth Director to break a Board deadlock. This week’s New York Business Divorce has the story.
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The Birthing of New York’s Marketability Discount in Fair Value Cases: A Family Affair
By Peter A. Mahler on
Posted in Valuation Discounts
This week’s New York Business Divorce traces New York’s endorsement of the marketability discount in fair value proceedings to its first application in 1982 by a court-appointed Referee named Sam Tripp — my grandfather!
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How Good is Your Operating Agreement’s Anti-Assignment Clause?
By Peter A. Mahler on
A decision last month by Justice Robert Bruno foiled a convicted felon’s attempt to assign to his wife his 50% membership interest in two realty holding LLCs. Find out more in this week’s New York Business Divorce. …
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Conditional Inspection of LLC Books and Records: When Is It Permitted?
By Peter A. Mahler on
A recent decision by Justice Donna Mills highlights the consequences of not including in the operating agreement confidentiality requirements linked to member rights to inspect books and records. It’s in this week’s New York Business Divorce. …
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