One of the more interesting defenses in judicial dissolution cases alleging deadlock is that the petitioner itself contrived or manufactured the deadlock for the purpose of achieving dissolution. It’s a defense long ago recognized in cases involving close corporations, and only more recently in cases involving LLCs, including a decision this month by the Delaware Chancery Court. Learn more in this week’s New York Business Divorce.
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September 2022
Magic Words Still Matter, and Equitable Defenses Can’t Save a “Void” Transfer
By Peter J. Sluka on
This week’s post covers a case likely to make waves inside and outside of Delaware, where Vice Chancellor Laster explores the interplay between acts that are void ab initio and equitable defenses, and he encourages an appeal so that Delaware may reconsider its laws on the issue.
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Conflicts of Laws and the Internal Affairs Doctrine
By Franklin C. McRoberts on
In this week’s New York Business Divorce, read about the matrimonial-turned-business-divorce litigation between Italian billionaire Silvio Scaglia and his estranged wife / business partner, Julia Haart, and the difficult conflicts-of-laws questions that can arise when litigating damages claims related to Delaware entities in New York courts.
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Is Loss Sharing an “Indispensable Essential” of Partnership?
By Peter A. Mahler on
Posted in Limited Liability Partnerships, Partnerships
This week’s New York Business Divorce uses a recent decision in a dispute involving a law firm LLP to explore the issue of “sharing of losses” and whether it is an essential element in establishing one’s status as a partner of a partnership. …
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