In this week’s New York Business Divorce, we consider an interesting question raised by the occasional overlap of two niche areas of law practice: the jurisdictional power of New York’s probate courts to resolve business divorce disputes.
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Court Looks to Partnership Law in Ruling Against Petitioner’s Status as LLC Member
By Peter A. Mahler on
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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Statute Trumps LLC Agreement’s Voting Rights Provision in Dispute Over Manager’s Removal
By Peter A. Mahler on
This week’s New York Business Divorce examines a highly interesting appellate opinion in a California case centering on whether the operating agreement required unanimous member approval to remove the designated managing member.
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Summer Shorts: LLC Minority Member Oppression and Other Decisions of Interest
By Peter A. Mahler on
This 9th annual edition of Summer Shorts presents brief commentary on four decisions of interest in business divorce cases from courts in New York, California, Delaware, and Illinois.
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How Not to Start a Corporate Dissolution Proceeding
By Franklin C. McRoberts on
Posted in Dissolution Basics, Dissolution Procedure
In this week’s New York Business Divorce, a would-be dissolution petitioner just could not catch a break in a series of procedural losses emanating out of Bronx County Supreme Court. …
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Court Blocks “End Run” Around Bar to Subject Matter Jurisdiction in Suit to Dissolve Foreign LLC
By Peter A. Mahler on
Does a New York court have jurisdiction over suits involving foreign entities in which the plaintiff seeks forced sale of assets or forced buy/sell? Get the answer in this week’s New York Business Divorce.
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LLC’s Post-Dissolution Receivership is On, is Off, is On
By Peter A. Mahler on
LLCs in receivership is our topic for the second week in a row. This week’s post looks at a dispute between 50/50 LLC members involving the on-again, off-again appointment of a post-dissolution receiver.
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Court Appoints Interim Receiver for LLC, But at What Price?
By Peter A. Mahler on
Posted in LLCs, Receivership
A recent decision appointing a temporary receiver in a manager-managed LLC dissolution case raises issues of concern to business divorce lawyers. Learn more in this week’s New York Business Divorce.
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The Brothers Cortazar Wage War Once Again
By Franklin C. McRoberts on
In this week’s New York Business Divorce, read about two bitterly antagonistic brother/co-owners making their second appearance on this blog, this time in a juicy decision following a full-blown trial on the merits.
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The Demanding Demand Requirement in Shareholder Derivative Actions
By Peter A. Mahler on
Posted in Delaware, Derivative Actions
Shareholder derivative actions pose unique pleading challenges designed by statute to preserve management’s role in deciding the company’s business affairs. This week’s New York Business Divorce highlights a pair of recent appellate rulings dismissing derivative actions for failure to plead demand futility with sufficient particularity.
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