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New York Business Divorce this week inaugurates Winter Case Notes, offering synopses of three recent decisions by Supreme Court Justices Richard Platkin, Stephen Bucaria, and Cynthia Kern in cases involving the removal of an LLC manager and other issues of interest to business divorce professionals.
Continue Reading Winter Case Notes: LLC Manager Removal and Other Recent Decisions of Interest

Another family-owned business on the rocks takes the spotlight in this week’s New York Business Divorce featuring a recent decision by Justice Christine Sproat granting an LLC dissolution petition. …
Continue Reading Court Dissolves LLC Due to Managing Member’s “Self-Dealing and Dishonest Conduct”

This week’s New York Business Divorce closes out the year with an interesting decision by Justice Timothy Driscoll dismissing a dissolution petition that followed the sale of an LLC’s sole real estate asset based on the broad purpose clause in the parties’ LLC agreement.. …
Continue Reading LLC Agreement’s All-Purpose Purpose Clause Defeats Dissolution Petition

A case decided last month by Justice Timothy Driscoll in Gilbert v Weintraub raises but doesn’t answer the tantalizing question whether a member of a multi-member, member-managed LLC with no operating agreement can shed fiduciary obligations and freely start a competing business by disavowing any management role in the prior business. This week’s New York Business Divorce has the story. …
Continue Reading Can LLC Members Walk Away From Fiduciary Duties?

This week’s New York Business Divorce examines a recent Justice Bucaria decision that, upon reconsideration, allows an LLC member’s suit to recover withheld distributions to proceed without necessity of amending her complaint to seek judicial dissolution. The decision also prompts a look at the LLC Law’s statute of repose for “wrongful distributions.”…
Continue Reading LLC “Squabble” Gets Back Its Day in Court

This week’s New York Business Divorce highlights two recently published articles on two topics of great interest to business divorce practitioners: (1) whether courts of one state have jurisdiction to dissolve business entities formed in another state, and (2) the role of equity in Delaware LLC litigation. …
Continue Reading Recent Articles Highlight Dissolution of Foreign Entities and Delaware LLC Litigation

Pizza’s on the menu in this week’s New York Business Divorce, or at least a dispute between co-members of an LLC that owns a popular Manhattan pizzeria. Just don’t look for any extra cheese on Justice Sherwood’s recent decision in Manzella v. Caporuscio, authorizing the majority member to terminate the minority member’s employment.
Continue Reading Pizza Chef with Bigger Piece of LLC Pie Allowed to Terminate Minority Member’s Employment