Last week’s decision by Chancellor Bouchard in Acela v. DiFalco involves a flawed deadlock resolution provision in an LLC agreement that not only failed to resolve deadlock, it was exploited by one side to create deadlock. Learn more in this week’s New York Business Divorce.
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Half-Baked LLC Agreement Yields Improvised Valuation Decision
A rudimentary, “de facto” operating agreement with a cryptic withdrawal/buyout provision predictably set the stage for a unique valuation contest in the Delaware case highlighted in this week’s New York Business Divorce.
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For Want of a Penny: Business Divorce Case Almost Makes it Into Federal Court
There are many hurdles to bringing a business divorce case in federal court based on diversity of citizenship. This week’s New York Business Divorce examines one case in which the would-be federal litigant almost – but not quite – made it through the door of a federal courthouse.
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Third Time’s Not a Charm in LLC Dissolution Case
The hard-fought business divorce between brothers Nissim and Avraham Kassab makes its fifth appearance in five years with this week’s post highlighting a recent decision by Justice Timothy Dufficy dismissing for the third time Nissim’s effort to dissolve an LLC that owns vacant realty in downtown Jamaica, Queens.
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No Mulligan But No Matter for LLC’s Majority Members After Voluntary Dissolution
This week’s New York Business Divorce features an interesting decision by Commercial Division Justice Lawrence Knipel addressing the standing of the individual members of a dissolved LLC to petition for the winding up of a limited partnership in which the LLC is a majority limited partner.
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Disclosure of Estate Tax Stock Appraisals in Shareholder Disputes
Are stock appraisals done for estate tax purposes discoverable in stock valuation proceedings or other types of shareholder disputes involving the shares of a deceased stockholder or of someone who inherits shares from the estate? A recent appellate decision on the topic is the springboard for this week’s post.
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Arbitrating Deadlock: A Conversation with Arbitrator Erica Garay
This week’s New York Business Divorce highlights and links to a Business Divorce Roundtable podcast interview with arbitrator/mediator Erica Garay on the novel topic of arbitrating deadlock between 50/50 owners of closely held business entities.
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A Cross-Country Tour of Five Recent Stock Appraisal Cases
Put on your traveling shoes and join this week’s New York Business Divorce for a five-state tour of five noteworthy stock valuation cases.
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Judicial Dissolution as the Nuclear Option When Other Means Falter
This week’s New York Business Divorce discusses basic litigation options in business divorce matters and highlights a recent court decision illustrating the use of a judicial dissolution proceeding as the “nuclear option” to break the litigation logjam.
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Winter Case Notes: Oppression of the “Gifted” Minority Shareholder and Other Recent Decisions of Interest
This week’s New York Business Divorce offers its annual Winter Case Notes with synopses of half a dozen recent decisions in business divorce cases involving minority shareholder oppression, books and records proceedings, and more.
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