Is the contractual freedom associated with LLC statutory default rules being used to promote efficiencies or opportunistically by LLC controllers at the expense of vulnerable LLC members? That’s the subject of a study and article by Professor Peter Molk highlighted in this week’s New York Business Divorce and accompanying interview of Professor Molk on the Business Divorce Roundtable podcast.
Continue Reading Professor Peter Molk’s Groundbreaking Study of How LLC Owners Contract Around Default Statutory Protections

The death and testamentary bequests of the majority member of a family-owned LLC set the stage for a legal contest over the executor’s standing to enforce dissolution and have himself appointed as receiver to wind up the LLC’s affairs. This week’s New York Business Divorce has the story.
Continue Reading Executor of Deceased Majority Member Appointed Receiver to Wind Up LLC

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. …
Continue Reading How to Avoid Bad Blood Over Goodwill in Professional Partnership Valuations

The Business Divorce Roundtable podcast now features Part Two of my interview of Chris Mercer on the controversial marketability discount in statutory fair value proceedings. Give it a listen!
Continue Reading Chris Mercer on Marketability Discount: Part 2 of Podcast Interview

This week’s New York Business Divorce announces the birth of its audio cousin, the Business Divorce Roundtable podcast, an interview-format podcast featuring discussions with top experts on timely business divorce topics including, for its premiere episode, an interview with leading business appraiser Chris Mercer.
Continue Reading Announcing the Business Divorce Roundtable Podcast

Does an appellate ruling last week represent a change in the law concerning whether individual shareholders or the corporation or both can be compelled to purchase the shares of an oppressed minority stockholder? Find out in this week’s New York Business Divorce.
Continue Reading Who Pays When the Court Compels a Buy-Out?

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. …
Continue Reading Partner Who Wrongfully Dissolved Partnership Hit With Whopping 66% Minority Discount

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.
Continue Reading A Potpourri of Partnership Breakups

A recent decision by Justice Stephen A. Bucaria in a common-law dissolution case prompts a look at the rules governing use of company funds to pay legal fees in dissolution cases. Learn more in this week’s New York Business Divorce.
Continue Reading The Prohibition Against Using Company Funds for Legal Fees in Dissolution Proceedings

This week’s New York Business Divorce highlights a trio of recent decisions involving LLC disputes concerning the membership rights of the estate of a deceased member, the intended purpose of the LLC as the basis for a dissolution claim, and the power to expel a member. …
Continue Reading LLC Case Notes: Member Expulsion, Withdrawal, and LLC Purpose