DUE TO TECHNICAL GLITCH, THIS ENTRY WAS PUBLISHED THIS MORNING INCOMPLETE. THIS WILL LINK TO THE COMPLETE ENTRY. MY APOLOGY FOR THE DUPLICATE EMAIL NOTIFICATION. P.A.M.
The statute governing buyouts in oppressed shareholder dissolution cases dictates that the fair value of the shares is to be determined as of the day before the date on which the dissolution petition was filed. This week’s New York Business Divorce looks at a quirky case involving a fight over which of two proposed valuation dates was the proper one, with $1,000,000 in assets hanging in the balance.
Continue Reading Court Rejects Attempt to Vary Statutory Valuation Date in Oppressed Shareholder Buyout
Arbitration and Mediation
Poorly Drafted Disability Clause in Operating Agreement Provides Novel Defense to LLC Dissolution Proceeding
If you think you’ve seen it all when it comes to corporate dissolution contests, think again as you read this week’s New York Business Divorce which looks at a case in which one LLC member opposed the other’s dissolution petition based on the latter’s alleged mental disability.
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Continue Reading Poorly Drafted Disability Clause in Operating Agreement Provides Novel Defense to LLC Dissolution Proceeding
Mandatory Arbitration of Dissolution Proceedings
Do broad arbitration clauses in shareholders’ agreements mandate arbitration of petitions for involuntary corporate dissolution? Find out in this week’s New York Business Divorce.
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Continue Reading Mandatory Arbitration of Dissolution Proceedings
Roundup of 2007 Business Divorce Cases
Here’s a preview of (and link to) Peter Mahler’s recently published article in the New York Law Journal highlighting the most interesting business divorce cases decided by New York courts in 2007.
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Continue Reading Roundup of 2007 Business Divorce Cases
One Case, Three Great Issues
Read about an action-packed corporate dissolution case addressing several hot-topic issues including arbitration, foreign corporations and mandatory buybacks.
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Continue Reading One Case, Three Great Issues
Expelling an LLC Member
Expelling an unwanted member of an LLC sounds like a great alternative to dissolving the LLC, but it may not be possible or easy depending on the provisions of the Operating Agreement.
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Continue Reading Expelling an LLC Member
Partnership Agreement Controls Dissolution Notwithstanding Conversion to Corporation
Individuals and companies have a choice of entities – some requiring more formalities than others – through which to pool their resources and efforts in pursuit of a common business goal. Joint ventures and general partnerships are on the less formal side of the spectrum and are often used in the early stages of a…