It’s no match for Jarndyce v. Jarndyce, but 15 years is some sort of record for litigating the breakup of a single-asset real estate partnership during which one of the partners died, triggering the other’s option to purchase under a fixed-price formula. Read about it in this week’s New York Business Divorce.
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Compulsory Buyout
Departing LLC Members: Exercise Your Put Option Before Insolvency Approaches

Can an LLC member with a put option–the right to sell his interest back to the LLC–exercise that option when doing so will render the LLC insolvent? This week’s New York Business Divorce post highlights a recent decision by Justice Masley of the New York County Commercial Division considering this issue. …
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Siblings Battle Over Spoils from Sale of Family-Owned Business
The sale of a family-owned business triggers a dissolution petition over the contested disposition of the sale proceeds, leading to a noteworthy decision earlier this month by Justice Richard M. Platkin. Get the story in this week’s New York Business Divorce.…
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Half-Baked LLC Agreement Yields Improvised Valuation Decision

A rudimentary, “de facto” operating agreement with a cryptic withdrawal/buyout provision predictably set the stage for a unique valuation contest in the Delaware case highlighted in this week’s New York Business Divorce.…
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Minority Shareholder Oppression in the #MeToo Era

You won’t want to miss this week’s New York Business Divorce featuring a recent decision in which the court found minority shareholder oppression based on “disrespectful and unfairly disproportionate treatment of a female shareholder by the male majority in a closely held corporation.”…
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A Fresh Take on an Old Doctrine – The “Adequate, Alternative Remedy” to Dissolution

When shareholders enter into a written agreement governing the terms for a buyout of their stock, to what extent must courts hold a hearing to determine if the agreement provides an “adequate” alternative to dissolution? In this week’s New York Business Divorce, a Manhattan appeals court considers this important question in the context of an epic, 12-year litigation over the value of shares of stock in a Bronx funeral home.…
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Basics of Valuation Proceedings – Litigating an Appraisal from Start to Finish – Part 3
Read about the accounting principles, methodologies, and standards that apply in business valuation proceedings in this week’s New York Business Divorce – the final installment of a three-part series.…
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You Dissented From a Merger. Are You Bound by Your Non-Compete?
This week’s New York Business Divorce examines an interesting appellate ruling from Colorado denying enforcement of a non-compete against a shareholder-employee of a medical practice who dissented from a merger and demanded payment for the fair value of his shares.…
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The LLC Equitable Buyout: Past, Present, Future

In less than a decade the LLC “equitable buyout” doctrine went from non-existent to settled law in New York. How did it happen? What happens next? Read on in this week’s New York Business Divorce.…
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Business Divorce Stories: Podcast Interviews with Business Appraiser Tony Cotrupe and Attorney Jeffrey Eilender
Business Divorce Stories is the title of the latest episode of the Business Divorce Roundtable podcast highlighted in this week’s post, featuring short interviews with business appraiser Tony Cotrupe and attorney Jeffrey Eilender sharing their first-hand accounts of business divorce cases involving break-ups of two businesses, each co-owned by a pair of brothers. …
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