Former timeshare owners of the iconic Gurney’s Inn in Montauk, New York, who dissented from a cash-out merger suffered a reversal of fortune when, earlier this month, the Appellate Division, First Department, reversed the trial court’s determination of the fair value of their shares, finding that their appraiser’s evaluation of the resort property was “highly inflated.” Get the full story in this week’s New York Business Divorce.
Continue Reading Dissenting Shareholders’ Challenge to Appraisal of Famed East End Resort Hits Dead End

In this week’s New York Business Divorce – the second in a three-part series – learn about the legal rules and principles governing partnership, corporation, and limited liability company appraisal proceedings.
Continue Reading Basics of Valuation Proceedings – Litigating an Appraisal from Start to Finish – Part 2

If you’re a business appraisal aficionado, you won’t want to miss this week’s New York Business Divorce featuring two recent decisions by the Delaware Chancery Court involving fair value and insolvency determinations.
Continue Reading Delaware Chancery Court Rulings Address Valuation and Insolvency Disputes

The Appellate Division, Second Department last week decided a trio of appeals in related cases concerning the consequences of an LLC member’s withdrawal, holding that the member was not entitled to a fair-value buyout and that upon withdrawal he lost standing to maintain derivative claims. Read all about it in this week’s New York Business Divorce.
Continue Reading Operating Agreement Defeats Statutory Buyout Rights Upon LLC Member’s Withdrawal

It’s time for another deep dive into fair value jurisprudence, courtesy of Justice Richard Platkin’s recent decision in the Digeser v. Flach case in which he addresses a number of valuation issues contested by the opposing business appraisal experts. Don’t miss it in this week’s New York Business Divorce.
Continue Reading Business Appraisers Spar Over Tax Rates, Market Approach and Other Key Issues in Fair Value Buy-Out Case

This week’s New York Business Divorce previews and links to the latest podcast episode of the Business Divorce Roundtable featuring an interview with business appraiser Greg Barber following publication of his intriguing article in the NY State Bar Association Journal on the hot topic of marketability discounts in statutory fair-value proceedings.
Continue Reading Marketability Discount Revisited: Interview With Greg Barber

A Brooklyn appellate panel last week provided more fodder for the DLOM debate that’s been in the legal news of late, upholding a 0% DLOM in a fair value appraisal of a membership interest in a real estate holding company. It’s featured in this week’s New York Business Divorce.
Continue Reading Appellate Court Upholds 0% Marketability Discount in LLC Fair Value Case

On the heels of the Zelouf and AriZona Iced Tea cases, this week’s New York Business Divorce highlights yet another interesting fair value contest, decided by Justice Carolyn Demarest, involving a battle of forensic accounting and valuation experts over the alleged skimming of millions in cash receipts at a restaurant.
Continue Reading Restaurant’s Cash-Skimming Majority Owners Forced to Buy Out Minority Shareholder or Face Dissolution