2017

This week’s New York Business Divorce revisits a family feud involving a Brooklyn-based food distributor and affiliated realty company, in which an ousted minority owner was on the short end of a series of recent decisions by Justice Sylvia Ash.
Continue Reading “Food Fight” Sequel Ends Badly for Ousted Sibling

This week’s New York Business Divorce compares two recent New York and Delaware decisions reaching opposite results on the issue of amending LLC agreements without the unanimous consent of the members. You may be surprised to learn which state offers minority members greater protection.
Continue Reading Delaware Ruling Highlights Difference With New York Over Amending LLC Agreements

A recent decision by Manhattan Commercial Division Justice Anil Singh enforced a minor daughter’s assignment of her LLC membership interest to secure her father’s debt repayment to another member, over the objection that the assignment lacked consideration. Learn more in this week’s New York Business Divorce.
Continue Reading Assignment of LLC Interest Defeats Standing Despite Alleged Lack of Consideration

Shotgun buy-sell provisions frequently are included in shareholder and operating agreements, but there’s little evidence that business owners “pull the trigger” with any frequency. This week’s New York Business Divorce looks at one of the rare litigations involving a shotgun provision in action. …
Continue Reading Aim Carefully Before Pulling Trigger on Shotgun Buy-Sell Agreement

The Manhattan Commercial Division recently dismissed derivative claims by a partner in a family-owned realty partnership based on conflicts of interest and his “litigious nature”. Learn more about this unusual and instructive case in this week’s New York Business Divorce. …
Continue Reading Suing on Behalf of People You’re Suing Can Sink a Derivative Lawsuit — Especially If You Have a Litigious Nature

This week’s New York Business Divorce previews and links to the latest podcast episode of the Business Divorce Roundtable featuring an interview with business evaluator Jaime d’Almeida on the important subject of forensic analyses in valuation.
Continue Reading Forensic Analyses in Valuation: Interview With Jaime d’Almeida of Duff & Phelps

This week’s New York Business Divorce authored by Frank McRoberts focuses on a relatively rare issue decided by Albany Commercial Division Justice Richard Platkin involving a dissolution petitioner’s request for permission to withdraw the dissolution claim in order to defeat the majority’s buy-out election.
Continue Reading Withdraw a Dissolution Claim? Not So Fast

This week’s New York Business Divorce examines the “diversity trap” in business divorce cases involving LLCs brought in federal court, highlighting a recent decision by SDNY District Judge Edgardo Ramos dismissing for lack of jurisdiction a suit between former law firm partners.
Continue Reading Beware Diversity Trap in Federal Court Business Divorce Cases Involving LLCs

This week’s New York Business Divorce features a pair of post-trial decisions by Justice Timothy Dufficy in two cases — one seeking dissolution of an LLC, the other seeking to establish a de facto partnership — both of which involved contested ownership as between two sets of brothers.
Continue Reading A Pair of Unbrotherly Business Altercations Go to Trial