In this week’s New York Business Divorce, we focus on the oft-overlooked accounting cause of action, recently reinvigorated by an appellate decision referring to the claim as an “absolute right.” What does that mean for business divorce litigants? Read on.
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Bucaria
Winter Case Notes: De Facto Partnership and Other Recent Decisions of Interest
This week’s New York Business Divorce offers its annual Winter Case Notes with synopses of four recent decisions by Supreme Court Justices Elizabeth Emerson, Stephen Bucaria, and Charles Ramos in cases involving partnership, close corporation, and LLC disputes.…
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Sole Owners of Close Corporation and LLC Discover They’re Not So Sole
By Peter Mahler on
Conflicts over ownership in close corporations and LLCs, usually accompanied by conflicting or inadequate documentation, continue to generate court decisions of interest, two of which get the treatment in this week’s New York Business Divorce. …
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Tie-Breaker in Shareholders Agreement Defeats Deadlock Dissolution Petition
By Peter Mahler on
This week’s New York Business Divorce highlights an unusual corporate dissolution case in which a tie-break provision in the shareholders agreement of 50/50 shareholders gave one of them the decisive vote in the event of board deadlock, which in turn doomed the other’s deadlock dissolution petition.…
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A Potpourri of Partnership Breakups
By Peter 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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The Prohibition Against Using Company Funds for Legal Fees in Dissolution Proceedings
By Peter Mahler on
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.…
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Winter Case Notes: LLC Manager Removal and Other Recent Decisions of Interest
New York Business Divorce this week inaugurates Winter Case Notes, offering synopses of three recent decisions by Supreme Court Justices Richard Platkin, Stephen Bucaria, and Cynthia Kern in cases involving the removal of an LLC manager and other issues of interest to business divorce professionals.…
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LLC “Squabble” Gets Back Its Day in Court
By Peter Mahler on
Posted in LLCs
This week’s New York Business Divorce examines a recent Justice Bucaria decision that, upon reconsideration, allows an LLC member’s suit to recover withheld distributions to proceed without necessity of amending her complaint to seek judicial dissolution. The decision also prompts a look at the LLC Law’s statute of repose for “wrongful distributions.”…
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First a Judicial Nudge, Then a Push to the Buy-Out in Shareholder Dispute
By Peter Mahler on
Posted in Buyout, Compulsory Buyout
A noteworthy decision by Justice Stephen A. Bucaria in Carrillos v Gomez, in which he ordered a shareholder buy-out at fair value in the absence of a dissolution petition, is featured in this week’s New York Business Divorce. …
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Court-Ordered LLC Buy-Outs: What’s the Valuation Date?
By Peter Mahler on
In the absence of statutory authorization, a few courts have ordered equitable buy-outs in LLC dissolution cases. This week’s New York Business Divorce examines an important question in such cases: What valuation date should be used? …
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