An unusual set of facts, involving the termination of a shareholder’s employment following his criminal conviction, set the stage for last week’s appellate ruling requiring the redemption of his shares notwithstanding the company’s noncompliance with certain time limitations governing the exercise of its purchase option. Get the full story 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.
Special Rules Govern Service in Corporate Dissolution Proceedings
This week’s New York Business Divorce highlights a recent, important ruling by an appellate court concerning the requirements for service of the petition in corporate dissolution proceedings. …
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Divorce Settlement, Tax Returns Trump Partnership Agreement’s Transfer Restrictions
Justice Carolyn Demarest issued a noteworthy decision this month in Camuso v. Brooklyn Portfolio LLC, in which she resolved a three-way dispute over the transfer of a general and limited partnership interest as part of a divorce settlement. Get the full story in this week’s New York Business Divorce.
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ACR-GNY Panel on Conflict in Family-Owned Businesses
This week’s New York Business Divorce highlights a panel discussion last week on conflict in family-owned businesses, held at the annual conference of the Association for Conflict Resolution, Greater New York Chapter. …
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When Parents Have to Choose: Succession Planning and the Family-Owned Business
A must-read decision last week by Justice Elizabeth Emerson in Federico v Brancato highlights the unique attributes and challenges of resolving conflicts within family-owned businesses. You won’t want to miss it in this week’s New York Business Divorce.
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Court Upholds Former Officer’s Right to Seek Indemnity and Advancement in Intra-Company Dispute
This week’s New York Business Divorce features an important decision last month by Justice Vito DeStefano in which he upheld a claim for advancement of legal fees incurred by a close corporation minority shareholder, director and former officer, who initiated suit against the controlling shareholder, in defending counterclaims asserted in the name and right of the company. …
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Pappas v. Tzolis: A Revealing Epilogue
Pappas v. Schatz, recently decided by Justice Melvin Schweitzer, is a postscript to the more famous Pappas v. Tzolis case decided by New York’s highest court in late 2012 concerning a disputed buy-out of LLC membership interests. Get the story in this week’s New York Business Divorce. …
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Court in Law Firm Dissolution Suit Must Decide, Was Partnership a “Sham”?
A Manhattan appellate panel recently ordered a trial in a suit between the estate of a deceased law firm partner and the surviving partner over whether the latter’s post-death admission of a new partner was part of an alleged “sham” transaction designed to defeat the estate’s entitlement to receive half the firm’s assets upon dissolution and liquidation. You won’t want to miss it in this week’s New York Business Divorce.
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Transfer of LLC’s Assets to Subsidiary Triggers Unintended Dissolution
This week’s New York Business Divorce highlights a fascinating case involving a chain of walk-in airport spas known as XpresSpa, in which Justice Melvin Schweitzer recently ruled that the structuring of a capital investment by a private equity firm triggered a dissolution of XpresSpa’s parent company under the terms of its operating agreement. …
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The Conflict Continues Over Judicial Dissolution of Foreign Corporations
Justice Emily Pines’ decision last month in Matter of Bianchi, dismissing for lack of subject matter jurisdiction a petition to dissolve a New York-based Delaware corporation, raises anew the conflicting decisions on the issue among New York’s several Appellate Divisions. This week’s New York Business Divorce has the story.
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