For burned business owners, the list of potential litigation targets just got a little bigger. Bookkeepers are now in the crosshairs. Read about it in this week’s New York Business Divorce.
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Cross-Country Valuation Check-Up: Discounts, Buy-Sell Agreements, and Ambiguity Potholes
While there is tremendous diversity from state to state when it comes to statutory and judge-made law in business divorce cases, business valuation principles are—with a few notable exceptions—far more homogenous. So it makes sense to occasionally venture beyond New York’s borders to see how other courts and experts are addressing the business valuation questions that New York-based business divorces often encounter.
This week’s post looks at several recent decisions across the country concerning valuation principles and discounts. While each case features different applicable rules and agreements, our New York readers would be wise to note the persuasive power of these cases, especially given the sometimes-thin body of New York caselaw on business valuation issues.
Continue Reading Cross-Country Valuation Check-Up: Discounts, Buy-Sell Agreements, and Ambiguity PotholesRecent Appellate Rulings Address Novel Issues in General Partnership Disputes
While the general partnership form of business association is long past its prime, we still see the occasional partnership dispute make its way to court. This week’s New York Business Divorce looks at recent appellate decisions from Pennsylvania and New Jersey resolving novel issues in two such disputes.
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A Gift Horse with Rotten Teeth: When Equity Bequests Violate Transfer Restrictions or Buy-Sell Agreements
This week in New York Business Divorce, read about yet another attempted bequest in a last will and testament of a valuable business interest foiled by a buy-sell provision in the entity’s contract. We’ll summarize some of the rules of law courts use to resolve the conflict.
Continue Reading A Gift Horse with Rotten Teeth: When Equity Bequests Violate Transfer Restrictions or Buy-Sell Agreements
Conditional Grants of Membership Interests Are a Roadway to Courtroom Conflict
This week’s post kicks off the fall season with a preview of two cases that should cause an LLC to think twice about what it means to award equity to an employee.
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Freedom (But with Consequences): In Delaware, Absolute Litigation Privilege Inapplicable to Nullify Contractual Non-Disparagement Repurchase Trigger
This week’s post concerns a decision out of the Delaware Chancery Court, in which the Court was tasked with determining whether the absolute litigation privilege bars the exercise of a contractual repurchase option triggered by claimed disparaging statements made in prior litigation.
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Breach of Fiduciary Duty: A More “Lenient Standard” for Damages?
A torturously prolonged, 28-year litigation culminates in an important appellate decision affording plaintiffs suing for breach of fiduciary duty a more “lenient standard” for proving damages. Will other appeals courts do the same? Read about it in this week’s New York Business Divorce.
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Prudent Management or Financial Starvation: Can Minority Members Compel the Majority to Make Distributions?
A recent decision from New York County Justice Reed inspires a closer look at the circumstances under which a minority LLC owner can compel the majority to make distributions.
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Summer Shorts: An Unusual Application of LLC Law § 608 and Other Decisions of Interest
This week’s New York Business Divorce proudly presents the 14th annual edition of Summer Shorts featuring brief commentary on three recent decisions of interest in business divorce cases in the New York courts.
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“Prevailing Party” Attorneys’ Fee Provisions
Contracts with “prevailing party” fee-shifting provisions offer the tantalizing, coveted prospect of the winner recovering attorneys’ fees from the loser in legal disputes over the contract’s breach. But when the parties bombard each other with legal claims, and neither recovers on much (or any) of them, the hard question of whether either side (or any side) “prevailed” can lead to years of litigation within litigation. Read more in this week’s New York Business Divorce.
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