duty to disclose

Re-Revisiting The Duty to Disclose Third-Party Offers Amidst Buy-Out Negotiations

By Peter A. Mahler on February 1, 2021

Defying my recent lamentation on the dearth of cases involving buy-out disputes where the buyer doesn’t disclose to the seller an outside offer for the entity’s assets at a much higher value, this week’s New York Business Divorce examines yet another such case with some interesting twists on the usual fact pattern. …
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The Duty to Disclose Third-Party Offers Amidst Buy-Out Negotiations, Revisited

By Peter A. Mahler on January 11, 2021

Posted in Buyout, LLCs

This week’s New York Business Divorce examines a recent decision in a lawsuit stemming from a buyout between the two members of a single-asset realty-holding LLC based on a $1.9 million valuation of the LLC’s realty followed one month later by a sale of the realty to a third-party buyer for $2.9 million. …
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Another Case of Seller’s Remorse Bites the Dust

By Peter A. Mahler on April 13, 2015

Posted in Buyout, LLCs

Disputes over shareholder buy-outs continue to generate interesting court decisions addressing whether the purchasing controller has an affirmative, fiduciary duty of disclosure, as in Brummer v. Red Rabbit, LLC, highlighted in this week’s New York Business Divorce.
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