This week’s New York Business Divorce travels to the Land of 10,000 Lakes a/k/a Minnesota where a recent court decision in a high-stakes stock valuation case generated some fairly sharp criticism of the expert appraisers whose values differed by almost 400%.
Continue Reading Appraisers’ Valuations Are Light-Years Apart, But Does That Make Them Hired Guns?
Peter A. Mahler
Peter A. Mahler is a litigator focusing on business divorce cases involving dissolution and other disputes among co-owners of closely held business entities, such as limited liability companies, corporations, and partnerships. Peter represents both control and non-control owners, often involving family-owned businesses. Frequently counseling business owners prior to litigation, he advises them of their rights and also assists in designing and negotiating an amicable separation between parties. Peter’s counsel helps avoid litigation by means of a buy-out, sale, or division of business assets.
Then There Were Two: Court Rejects Minority Shareholder’s Claim of Wrongful Termination Under Founders Agreement
The minority and majority owners of a Brooklyn-based vodka distillery duke it out in the case examined in this week’s New York Business Divorce centering on the proper construction of provisions in a Founders Agreement concerning the right to, and consequences of, terminating a founder.
Continue Reading Then There Were Two: Court Rejects Minority Shareholder’s Claim of Wrongful Termination Under Founders Agreement
Finding No “Therapeutic” Benefit to Corporation, Court Denies Fee Award in Discontinued Shareholder Derivative Action
Justice Elizabeth Emerson’s recent decision in Sardis v Sardis, denying a fee application under Section 626 (e) of the Business Corporation Law, is essential reading for counsel involved in shareholder derivative actions. Get the story in this week’s New York Business Divorce.
Continue Reading Finding No “Therapeutic” Benefit to Corporation, Court Denies Fee Award in Discontinued Shareholder Derivative Action
“Food Fight” Sequel Ends Badly for Ousted Sibling
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
Delaware Ruling Highlights Difference With New York Over Amending LLC Agreements
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
Assignment of LLC Interest Defeats Standing Despite Alleged Lack of Consideration
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
Aim Carefully Before Pulling Trigger on Shotgun Buy-Sell Agreement
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
Suing on Behalf of People You’re Suing Can Sink a Derivative Lawsuit — Especially If You Have a Litigious Nature
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
Forensic Analyses in Valuation: Interview With Jaime d’Almeida of Duff & Phelps
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
Business Divorce Nation: Five States, Five Cases
It’s time for another trip across the country with this week’s New York Business Divorce, as it examines five decisions last year by courts outside New York in business divorce cases. …
Continue Reading Business Divorce Nation: Five States, Five Cases