Arbitration and Mediation

Rules of procedure can be a minefield for any litigation, including judicial dissolution proceedings. This week’s New York Business Divorce features a compilation of 10 of the most common procedural mistakes in business divorce cases.
Continue Reading 10 Ways to Screw Up Your Business Divorce Case

This week’s New York Business Divorce examines a recent decision by Justice Carolyn E. Demarest in Pisane v. Feig, where the court confirmed an arbitration award stemming from a petition for judicial dissolution of several affiliated companies, in which the arbitrator decided which of the two parties was entitled to buy out the other, and at what price.

Continue Reading Arbitration Award in Stock Buy-Out Dispute Withstands Challenge

Buy-sell agreements in shareholder agreements are supposed to avoid — not foment — litigation over the value of the interest being redeemed or sold. Matter of Grande’ Vie, LLC, decided last month by the Appellate Division, Fourth Department, tells a cautionary tale of a buy-sell provision gone wrong. Learn more about this important topic in this week’s New York Business Divorce.

Continue Reading Clash of the Clauses: Divided Appellate Panel Rules that “Binding” Appraisal Per Buy-Sell Agreement Must be Arbitrated

An unusual shareholders’ agreement leads to unusual, concurrent arbitration and judicial proceedings in a shareholders’ battle for control of a Brooklyn restaurant business. Read about Justice Carolyn Demarest’s recent decision in Boz Export & Import v. Karakus in this week’s New York Business Divorce.

Continue Reading Concurrent Arbitration and Court Proceedings in Shareholder Dispute? It Can Happen.

This week’s New York Business Divorce highlights the contributions of the Nassau County Commercial Division Justices Stephen Bucaria, Ira Warshawsky and Timothy Driscoll to the body of business divorce case law, also featuring three of their recent decisions.

Continue Reading New Decisions of Interest by Nassau County’s Commercial Division Judges

Courts generally will enforce broad arbitration clauses in shareholders’ agreements to compel arbitration of corporate dissolution disputes. This week’s New York Business Divorce highlights an interesting, recent decision by Justice Ira B. Warshawsky in which he denied a request to compel arbitration of a dissolution petition based on limiting language in a separate termination clause in the shareholders’ agreement.

Continue Reading Court Denies Arbitration of Corporate Dissolution Petition Notwithstanding Broad Clause

Shareholder and operating agreements typically contain provisions restricting the right to transfer stock or membership interests. A recent decision by Justice Ira Warshawsky in Verderber v. Commander Enterprises Centereach, LLC, in which he refused to grant a preliminary injunction enforcing a transfer restriction, prompts this week’s New York Business Divorce to examine the ancient rule against unreasonable restraints on alienation.

Continue Reading Beware Unreasonable Restraints on Alienation When Drafting Shareholder and Operating Agreements

There is nothing “unique” or “even unusual” about deadlock dissolution cases that place them outside the scope of a broad arbitration clause in a shareholders’ agreement, rules Justice Ira Warshawsky in a recent decision featured in this week’s New York Business Divorce.

Continue Reading No Exception to Arbitration for Deadlock Dissolution Petition, Court Rules

Mediation has become an important and increasingly popular alternative path to dispute resolution. This week’s New York Business Divorce features an interview with former law professor turned mediator Leona Beane on the subject of the mediation of business divorce cases.

Continue Reading Mediation and Business Divorce: Interview with Mediator Leona Beane