This week’s New York Business Divorce features an interesting decision holding that personal representatives of an estate lack standing to maintain a derivative action on behalf of a limited partnership, commenced by the decedent while alive.
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Standing
Court Looks to Partnership Law in Ruling Against Petitioner’s Status as LLC Member

Courtesy of a recent decision by Brooklyn Supreme Court Justice Leon Ruchelsman, this week’s New York Business Divorce examines a case in which the court dismissed a petition for judicial dissolution of an LLC after finding that the petitioner failed to show he possessed a membership interest.
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No Mulligan But No Matter for LLC’s Majority Members After Voluntary Dissolution

This week’s New York Business Divorce features an interesting decision by Commercial Division Justice Lawrence Knipel addressing the standing of the individual members of a dissolved LLC to petition for the winding up of a limited partnership in which the LLC is a majority limited partner.
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Business Divorce Epilogues

The New York Business Divorce blog has covered hundreds of cases over the past 11 years. This week’s post revisits three of them, two of which were recently resolved, one of which is still going strong, and all of which made the list of Top Ten business divorce cases in years past. …
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Is a Schedule K-1 By Itself Enough to Prove LLC Membership?

This week’s New York Business Divorce jumps back into the fray of undocumented interests in LLCs with no written operating agreement, focusing on a recent court decision that found in favor of the plaintiff’s claim of membership based solely on the LLC’s tax return.
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49% Shareholder Can’t Seek Deadlock Dissolution Despite Shareholders’ Agreement Granting Co-Equal Control

Can a 49% shareholder who has co-equal control rights per the shareholders agreement bring an action for deadlock dissolution? Get the answer in this week’s New York Business Divorce.
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A Trip Down Business Divorce Lane with Recently Retired Justice Shirley Werner Kornreich
In this week’s New York Business Divorce, we salute recently-retired Commercial Division Justice Shirley Werner Kornreich with a collection of some of her most noteworthy decisions in the area of business ownership disputes.
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Court Grants 50% LLC Member Derivative Right to Defend Action Brought by Other 50% Member’s Solely Owned Company

In a first impression ruling, the Second Circuit U.S. Court of Appeals upheld an LLC member’s derivative right to defend litigation brought against the LLC by one of its other members. Read about it in this week’s New York Business Divorce. …
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Operating Agreement Dooms Derivative Claims by Deceased LLC Member’s Estate

May the executor of a deceased LLC member’s estate sue derivatively on behalf of the LLC? Find out in this week’s New York Business Divorce.
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Appeals Court Reinstates Derivative Claims Dismissed for Conflict of Interest Where Parties’ Relationship Not “Especially Acrimonious”

Last year, in Pokoik v Norsel Realties, the trial court cited the plaintiff’s “litigious nature” and personal animus in dismissing his derivative claims based on conflict of interest. You’ll be interested to learn in this week’s New York Business Divorce that an appellate panel last week reversed the decision and reinstated the claims based on its finding that the parties’ relationship was not “especially acrimonious.”…
Continue Reading Appeals Court Reinstates Derivative Claims Dismissed for Conflict of Interest Where Parties’ Relationship Not “Especially Acrimonious”