In this week’s business divorce follies, an imprecisely-drafted notice of default and cure letter leads to a stunning defeat for a group of limited partners who tried to remove a limited partner “for cause” under the partnership agreement.
Continue Reading No Unforced Errors Please: “For Cause” Removal Provisions Mean What They Say and Say What They Mean
New Year, New Law – New Opacity – for LLC Owner Disputes
This week in New York Business Divorce, read about what appears to be the first New York appeals court decision to enforce a waiver-of-dissolution provision in an LLC operating agreement, a departure from prevailing appellate case law holding broad anti-dissolution provisions void as against public policy.
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When Trying to Discover Tax Returns in Business Divorce Litigation, Bring Your A Game
This week’s New York Business Divorce focuses on the legal hurdles litigants and their counsel must overcome to discover an opponent or non-party’s confidential tax records and information.
Continue Reading When Trying to Discover Tax Returns in Business Divorce Litigation, Bring Your A Game
Check Your Footing: $36 Million Money Judgment Eviscerated in Brutal Appellate Standing Loss
Imagine litigating a case for nearly eight years to an eight figure money judgment, only to lose on appeal for lack of standing. It happened in our final New York Business Divorce story of 2024.
Continue Reading Check Your Footing: $36 Million Money Judgment Eviscerated in Brutal Appellate Standing Loss
Fact Issues and Credibility Determinations on Injunction Motions
To what extent do sharply disputed issues of fact preclude injunctive relief in business divorce cases? Read about an illuminating decision from Albany County Commercial Division Justice Richard Platkin addressing this question in this week’s New York Business Divorce.
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Is an LLC Bound by its Own Operating Agreement?
This week in New York Business Divorce, read how a New York LLC can successfully evade an arbitration provision in its own operating agreement.
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Can Post-Valuation Date Historical Performance Trump Pre-Valuation Date Financial Projections?
Under traditional principles of business valuation, courts are generally expected to eschew metrics post-dating the valuation date. But often, litigants hoping to either increase or decrease an entity’s valuation ask courts to consider post-valuation date events or financial performance as affirmatory or disaffirmatory of financial projections or assumptions made before or as of the valuation date. Sometimes, litigants succeed in that endeavor. Read about a recent example in this week’s New York Business Divorce.
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Bookkeeper Liability? It’s a Real Thing
For burned business owners, the list of potential litigation targets just got a little bigger. Bookkeepers are now in the crosshairs. Read about it in this week’s New York Business Divorce.
Continue Reading Bookkeeper Liability? It’s a Real Thing
A Gift Horse with Rotten Teeth: When Equity Bequests Violate Transfer Restrictions or Buy-Sell Agreements
This week in New York Business Divorce, read about yet another attempted bequest in a last will and testament of a valuable business interest foiled by a buy-sell provision in the entity’s contract. We’ll summarize some of the rules of law courts use to resolve the conflict.
Continue Reading A Gift Horse with Rotten Teeth: When Equity Bequests Violate Transfer Restrictions or Buy-Sell Agreements
Breach of Fiduciary Duty: A More “Lenient Standard” for Damages?
A torturously prolonged, 28-year litigation culminates in an important appellate decision affording plaintiffs suing for breach of fiduciary duty a more “lenient standard” for proving damages. Will other appeals courts do the same? Read about it in this week’s New York Business Divorce.
Continue Reading Breach of Fiduciary Duty: A More “Lenient Standard” for Damages?