Family-Owned Businesses

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The fascinating case of Mintz v Pazer, which was reported over a year ago featuring discussion of a “Quick Draw” buy-sell agreement, makes its second appearance in this week’s New York Business Divorce, this time highlighting a pair of recent decisions by Justice David Schmidt resolving disputes over the timing of appraisals and valuation date. …
Continue Reading Case Highlights Importance of Valuation Date in Buy-Sell Agreement

The intensely personal dynamic of a family business divorce can lead to a multitude of applications to the court for interim relief in an effort to gain the higher ground financially and psychologically. This week’s New York Business Divorce highlights a case in which Justice Emily Pines addressed dueling motions by step-siblings for interim, mandatory injunctions in a battle for control of their late father’s auto dealerships.
Continue Reading Court Denies Mandatory Injunctive Relief in Battle for Control of Family Business

A Brooklyn appellate panel last week provided more fodder for the DLOM debate that’s been in the legal news of late, upholding a 0% DLOM in a fair value appraisal of a membership interest in a real estate holding company. It’s featured in this week’s New York Business Divorce.
Continue Reading Appellate Court Upholds 0% Marketability Discount in LLC Fair Value Case

The Zelouf case returns to the spotlight in this week’s New York Business Divorce, occasioned by Justice Shirley Kornreich’s decision last month denying a motion to reargue the court’s refusal to apply a marketability discount in valuing the shares of a dissenting minority shareholder of a family-owned business.
Continue Reading Court’s Rejection of Marketability Discount in Zelouf Case Guided by Fairness, Not “Formalistic and Buzzwordy Principles”

This week’s New York Business Divorce presents the first of a two-part examination of Justice Shirley Kornreich’s must-read decision in Zelouf International v. Zelouf, a dissenting shareholder appraisal proceeding in which the court rejected application of a marketability discount. …
Continue Reading Zelouf (Part One): Marketability Discount Rejected in Fair Value Proceeding

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. …
Continue Reading Stockholder Fired, Forced to Sell Shares After Felony Conviction

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.
Continue Reading When Parents Have to Choose: Succession Planning and the Family-Owned Business