Matthew Donovan takes the helm in this week’s New York Business Divorce, writing about a recent Delaware Chancery Court decision finding that certain, shall we say, unusual behavior by a New York-based company’s co-founder, president and director breached fiduciary duty.
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fiduciary duty
Outlawing of LLC’s Short-Term Rental Business Brings Long-Term Litigation
By Peter Mahler on
Ill-fated hardly begins to describe the legislatively doomed LLC involved in the lawsuit featured in this week’s New York Business Divorce. You won’t want to miss it.…
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Does This Decision Put the Brakes on Non-Unanimous Amendments to Operating Agreements?
By Peter Mahler on
It’s back! For the third week in a row, New York Business Divorce examines a decision by Manhattan Commercial Division Justice Saliann Scarpulla in a multi-faceted feud among members of the Yu family, this time requiring the court to balance the fiduciary duty owed by LLC managers against the right to amend the operating agreement without the consent of the affected minority member. …
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And the Award For Most Oppressive Conduct By a Majority Shareholder Goes to . . .
Minority shareholder oppression on steroids is one way to describe what happened in Matter of Twin Bay Village, Inc., in which an upstate appellate panel recently affirmed an order dissolving the corporation and setting aside a stock issuance that diluted the minority shareholders. Learn more in this week’s New York Business Divorce.…
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“Food Fight” Sequel Ends Badly for Ousted Sibling
This week’s New York Business Divorce revisits a family feud involving a Brooklyn-based food distributor and affiliated realty company, in which an ousted minority owner was on the short end of a series of recent decisions by Justice Sylvia Ash.…
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When Love and Business Fails
By Franklin C. McRoberts on
Posted in Corporate Governance, Derivative Actions
The mix of romance and business partnership can prove toxic when one or the other fails, as illustrated in a case recently decided by Queens County Justice Dufficy in Shih v. Kim, highlighted in this week’s New York Business Divorce. …
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Race to the Exit as Professional Practice Falters
By Peter Mahler on
Posted in Buyout, Professional Corporations
Buy-out and retirement obligations in professional practices can trigger a contentious race to be the first to resign or retire when hard financial times hit, which is what happened in the case highlighted in this week’s New York Business Divorce.…
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She’s a Tie-Breaker, She’s a Risk Taker
By Peter Mahler on
A recent decision by Justice Martin Ritholtz addresses a novel claim by one of two 50% LLC members for breach of fiduciary duty by a non-member designated by the operating agreement as tie-breaker to resolve member deadlock. It’s in this week’s New York Business Divorce.…
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Take My Fiduciary Duty . . . Please!
By Peter Mahler on
Posted in LLCs
Remember Gilbert v Weintraub, the case of the LLC member who resigned as manager and started a competing company? A new decision by Justice Timothy Driscoll sheds more light on the question whether a member-manager can shed fiduciary duty.…
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