A recent decision by Justice Vito DeStefano highlights the choices to be made by a 50% shareholder when choosing the statutory basis for dissolution, and the effect the choice has on available remedies. The case is featured in this week’s New York Business Divorce.
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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.
A Boost for Books-and-Records Proceedings
A decision last week by a Manhattan appellate panel eases the way for books-and-records proceedings brought by shareholders seeking corporation records evidencing misconduct by officers and directors. Find out more in this week’s New York Business Divorce.
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Buy-Out Interruptus: Court Okays New Suit Five Years After Unconsummated Election to Purchase in Prior Dissolution Case
In this week’s New York Business Divorce, find out how Justice Vito DeStefano ruled when asked to dismiss a damages suit by a minority shareholder against the majority shareholder, brought years after the minority shareholder abandoned a prior dissolution proceeding in which the majority shareholder elected to purchase.
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Hot Topics in Business Divorce
Hot topics in business divorce is the topic of this week’s New York Business Divorce. Equitable buy-out in LLC dissolution cases, fiduciary waiver, and dissolution of foreign entities are just some of the current issues highlighted. …
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Court Puts LLC Out of Its Misery, Contractually
This week’s New York Business Divorce spotlights an interesting and unusual LLC dissolution case in which Justice Thomas Whelan upheld grounds for contractual as opposed to judicial dissolution. It’s one you won’t want to miss. …
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Summer Shorts: Director Removal and Other Recent Decisions of Interest
This week’s New York Business Divorce offers short summaries of three recent decisions of interest by Commercial Division Justices Melvin Schweitzer, Carolyn Demarest, and Marcy Friedman in which the courts addressed interesting issues concerning shareholder standing to seek removal of a director and dissolution of a wholly-owned subsidiary; venue in dissolution proceedings; and application of CPLR 205’s savings provision to the statute of limitations in a dissolution case.
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Death of an LLC Member
In a noteworthy decision last month, Justice Orin Kitzes ruled that the executor of a deceased LLC member’s estate lacked standing to assert derivative claims against the LLC’s managers. Find out why, in this week’s New York Business Divorce. …
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Court Determines Realty is Partnership Asset in Dispute Between Surviving Partner and Estate
Can real property titled in the names of individuals be deemed partnership property? That’s the question recently answered by Justice Carolyn Demarest in Sokolowski v. Wodkiewicz, a case involving competing claims by the estate of a deceased property owner and the surviving co-owners who asserted the right to purchase the estate’s interest. This week’s New York Business Divorce has the story.
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Did Anyone Tell the Judge the Business Corporation Law Doesn’t Apply to LLC Dissolution?
The Appellate Division’s landmark ruling in the 1545 Ocean Avenue case sharply demarcated the different statutes and different grounds available for judicial dissolution of LLCs and closely held corporations. So why, in a recent trial court decision, did the court grant judicial dissolution of an LLC under both the LLC Law and the Business Corporation Law? This week’s New York Business Divorce explains. …
Continue Reading Did Anyone Tell the Judge the Business Corporation Law Doesn’t Apply to LLC Dissolution?
Court Resolves Trio of Issues in Battling Brothers’ Buy-Out
Two brothers battle it out in a series of disputes over the exercise of a realty partnership buy-out option, resulting in a trio of court decisions by Justice Stephen Bucaria in Abatemarco v Abatemarco, highlighted in this week’s New York Business Divorce.
Continue Reading Court Resolves Trio of Issues in Battling Brothers’ Buy-Out