This 9th annual edition of Summer Shorts presents brief commentary on four decisions of interest in business divorce cases from courts in New York, California, Delaware, and Illinois.
Continue Reading Summer Shorts: LLC Minority Member Oppression and Other Decisions of Interest
2019
How Not to Start a Corporate Dissolution Proceeding
By Franklin C. McRoberts on
Posted in Dissolution Basics, Dissolution Procedure
In this week’s New York Business Divorce, a would-be dissolution petitioner just could not catch a break in a series of procedural losses emanating out of Bronx County Supreme Court. …
Continue Reading How Not to Start a Corporate Dissolution Proceeding
Court Blocks “End Run” Around Bar to Subject Matter Jurisdiction in Suit to Dissolve Foreign LLC
By Peter A. Mahler on
Does a New York court have jurisdiction over suits involving foreign entities in which the plaintiff seeks forced sale of assets or forced buy/sell? Get the answer in this week’s New York Business Divorce.
Continue Reading Court Blocks “End Run” Around Bar to Subject Matter Jurisdiction in Suit to Dissolve Foreign LLC
LLC’s Post-Dissolution Receivership is On, is Off, is On
By Peter A. Mahler on
LLCs in receivership is our topic for the second week in a row. This week’s post looks at a dispute between 50/50 LLC members involving the on-again, off-again appointment of a post-dissolution receiver.
Continue Reading LLC’s Post-Dissolution Receivership is On, is Off, is On
Court Appoints Interim Receiver for LLC, But at What Price?
By Peter A. Mahler on
Posted in LLCs, Receivership
A recent decision appointing a temporary receiver in a manager-managed LLC dissolution case raises issues of concern to business divorce lawyers. Learn more in this week’s New York Business Divorce.
Continue Reading Court Appoints Interim Receiver for LLC, But at What Price?
The Brothers Cortazar Wage War Once Again
By Franklin C. McRoberts on
In this week’s New York Business Divorce, read about two bitterly antagonistic brother/co-owners making their second appearance on this blog, this time in a juicy decision following a full-blown trial on the merits.
Continue Reading The Brothers Cortazar Wage War Once Again
The Demanding Demand Requirement in Shareholder Derivative Actions
By Peter A. Mahler on
Posted in Delaware, Derivative Actions
Shareholder derivative actions pose unique pleading challenges designed by statute to preserve management’s role in deciding the company’s business affairs. This week’s New York Business Divorce highlights a pair of recent appellate rulings dismissing derivative actions for failure to plead demand futility with sufficient particularity.
Continue Reading The Demanding Demand Requirement in Shareholder Derivative Actions
Siblings Battle Over Spoils from Sale of Family-Owned Business
The sale of a family-owned business triggers a dissolution petition over the contested disposition of the sale proceeds, leading to a noteworthy decision earlier this month by Justice Richard M. Platkin. Get the story in this week’s New York Business Divorce.
Continue Reading Siblings Battle Over Spoils from Sale of Family-Owned Business
Trouble Down on the Farm: The Importance of Using Experienced Counsel When Forming an LLC
By Peter A. Mahler on
Posted in LLCs, Operating Agreement
This week’s New York Business Divorce tells the cautionary tale of LLC planning gone amiss at the hands of inexperienced counsel, resulting in the LLC’s dissolution following the death of its sole member.
Continue Reading Trouble Down on the Farm: The Importance of Using Experienced Counsel When Forming an LLC
Can an Arbitrator Order Extra-Judicial Dissolution?
By Franklin C. McRoberts on
Posted in Dissolution Basics, Dissolution Procedure
In this week’s New York Business Divorce, we consider the important but rarely litigated question of whether an arbitrator has the power to extra-judicially dissolve a New York business entity.
Continue Reading Can an Arbitrator Order Extra-Judicial Dissolution?