Can majority members of an LLC withdraw a dissolution claim, over two years into the case, for the purpose of enforcing against a minority member the LLC agreement’s non-compete provision which, by its terms, lapses upon dissolution? Find out in this week’s New York Business Divorce.
Continue Reading Court Rebuffs Dissolution Withdrawal in Denying Enforcement of Non-Compete

Over the last year or so Nassau County Commercial Division Justice Stephen Bucaria has issued a series of decisions in disputes among co-owners of close corporations and LLCs applying the ancient rule of partnership law prohibiting courts from adjudicating such disputes except when dissolution or a final accounting is sought. Learn more about this intriguing development in this week’s New York Business Divorce.
Continue Reading Squabbling Partners with Piecemeal Adjudications Need Not Apply

Justice Stephen Bucaria’s recent decision in PFT Technology LLC v. Wieser is one of only a handful of rulings by New York courts addressing the right to advancement of legal fees in litigation among members of a limited liability company. Learn more in this week’s New York Business Divorce.
Continue Reading Novel Ruling on Advancement in LLC Dissolution Case “Levels the Playing Field”

Appraisal experts provide critical testimony in valuation proceedings. Court rules govern pretrial expert disclosure. In this week’s New York Business Divorce, you can bone up on the disclosure requirements and read about cases in which the parties paid a price for failing to comply with disclosure requirements.
Continue Reading The High Price of Bungled Expert Disclosure in Valuation Cases

In Digirolomo v. Sugar LI, LLC, decided last month by Justice Stephen Bucaria, the court devised a novel solution in a lawsuit between LLC members, designed to bring about an equitable buy-out, by conditioning injunctive relief on the plaintiffs filing an amended complaint seeking dissolution. Don’t miss it in this week’s New York Business Divorce.
Continue Reading Novel Ruling in Lawsuit Over Capital Call Prods Parties to Equitable Buy-Out

In Matter of Banani, decided last month by Justice Stephen Bucaria, the petitioner in a dissenting shareholder appraisal proceeding asked the court to accept as conclusive evidence of the company’s value the price received in a sale of substantially all the company’s assets. Find out if the court granted the request in this week’s New York Business Divorce.
Continue Reading Arms-Length Sale of Corporation’s Assets Establishes Value in Stock Appraisal Proceeding

If until now you haven’t encountered a case involving the “equitable” dissolution of a partnership, join the club. Find out more in this week’s New York Business Divorce which highlights a recent decision by Justice Stephan Bucaria in a 10-year litigation among the general partners of several limited partnerships governed by the outmoded Uniform Limited Partnership Act.
Continue Reading Equitable Dissolution of Limited Partnerships