California

Statutory Buyouts and Discounts Under the Fair Market Value Standard: An Awkward Pair?

By Peter A. Mahler on November 1, 2021

Posted in Fair Market Value vs. Fair Value, Valuation Discounts

In an unusual case, a divided California appellate panel recently grappled with the application of minority and marketability discounts in a statutory appraisal proceeding triggered by a buyout election in a proceeding brought for judicial dissolution of an LLC, where the governing statute utilizes the fair market value standard instead of the more typical fair value standard. Learn more in this week’s New York Business Divorce.
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Statute Trumps LLC Agreement’s Voting Rights Provision in Dispute Over Manager’s Removal

By Peter A. Mahler on August 19, 2019

Posted in Expulsion and Removal, LLCs, Operating Agreement

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.
Continue Reading Statute Trumps LLC Agreement’s Voting Rights Provision in Dispute Over Manager’s Removal