New York’s highest court last week agreed to hear an appeal in a case that raises important issues concerning wrongful dissolution, damages, and valuation discounts under New York’s partnership law. Learn more in this week’s New York Business Divorce.
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Partnerships
Limited Partners Take a Licking in Two Delaware Supreme Court Decisions
By Peter A. Mahler on
A pair of important decisions last month by the Delaware Supreme Court handed defeats to limited partners challenging conflicted asset sales by the general partner. Learn more in this week’s New York Business Divorce.
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How to Avoid Bad Blood Over Goodwill in Professional Partnership Valuations
By Peter A. Mahler on
A recent decision by Justice Richard Platkin concerning a dispute over the inclusion of goodwill value in a partnership valuation case takes the spotlight in this week’s New York Business Divorce. …
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Partner Who Wrongfully Dissolved Partnership Hit With Whopping 66% Minority Discount
By Peter A. Mahler on
A minority partner paid a heavy price for wrongfully dissolving the partnership in an appellate ruling last week applying a 66% minority discount — along with marketability and goodwill discounts and offsets for damages — to the value of the partner’s interest. It’s in this week’s New York Business Divorce. …
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A Potpourri of Partnership Breakups
By Peter A. Mahler on
Posted in Grounds for Dissolution, Partnerships
The partnership form of business association largely has faded from the scene as a vehicle for commercial enterprises, in favor of LLCs and S corporations, but there remains a trickle of litigated cases involving partnership breakups, three of which are highlighted in this week’s New York Business Divorce.
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Court Chides Parties in Family Partnership Dispute for “Needless” Litigation with “Obvious Outcome”
By Peter A. Mahler on
“Yet another unfortunate example of a family business dispute that has developed into needless litigation” is how Justice Shirley Kornreich describes a partnership dispute pitting daughter against father and sisters. Get the story in this week’s New York Business Divorce. …
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Court Enforces Waiver of Limited Partner’s Right to Seek Judicial Dissolution — Or Did It?
By Peter A. Mahler on
A very interesting decision earlier this month by Justice Eileen Bransten in Doppelt v. Smith addressed whether a minority limited partner’s right to seek judicial dissolution was preempted by the partnership agreement’s provision authorizing dissolution upon the consent of a majority of the limited partnership interests. Read more in this week’s New York Business Divorce. …
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Decision Yields Hits and Misses for Plaintiff in Partnership Dissolution Case
By Peter A. Mahler on
A recent decision by Justice Vito DeStefano in Breidbart v Olshan offers valuable pleading tips and identifies pleading pitfalls for practitioners in crafting complaints in partnership disputes. Learn more in this week’s New York Business Divorce.
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Decision in Dissenting Limited Partner Case Directs Fair Value Hearing, Grants Discovery
By Peter A. Mahler on
In the 25 or so years since New York adopted its Revised Uniform Limited Partnership Act, last month’s trial court decision in Levine v. Seven Pines Associates, L.P. may be the first to address issues attendant to a post-merger, dissenting limited partner appraisal proceeding. It’s featured in this week’s New York Business Divorce.
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Squabbling Partners with Piecemeal Adjudications Need Not Apply
By Peter A. Mahler on
Over the last year or so Nassau County Commercial Division Justice Stephen Bucaria has issued a series of decisions in disputes among co-owners of close corporations and LLCs applying the ancient rule of partnership law prohibiting courts from adjudicating such disputes except when dissolution or a final accounting is sought. Learn more about this intriguing development in this week’s New York Business Divorce. …
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