- You go to trial on behalf of your client, and win a hard fought victory: After a five-day jury trial, the jury returns a unanimous verdict in your client’s favor,
Liquidated Damages or Unenforceable Penalty?
First Department Upholds Minority’s Unilateral Termination of Majority-Appointed CEO Over Majority’s Objections
Can a three-person minority outvote a four-person majority to oust the majority-appointed, longtime CEO of a profitable company (who also happens to be the founder of the company) in a vote requiring supermajority approval?
The math ain’t mathing, you may be saying to yourself.
But today, we explore a case—SJI Renewable Entery Ventures LLC,
Swing of the Pendulum: A Tale of Two “For Cause” Removals
Strict compliance with contractual conditions precedent, yea or nay? In New York, it depends.
Now, the general rule is that strict compliance with contractual conditions precedent is required. The New York Court of Appeals has previously held: “Express conditions must be literally performed, substantial performance will not suffice” (MHR Capital Partners LP v Presstek,
The Valuation Discount That No One Can Agree On, Still
A new First Department decision proves once again that no one can agree on the Discount for Lack of Marketability.
Continue Reading The Valuation Discount That No One Can Agree On, Still
Deal or No Deal, the Moxy Hotel Edition (or, The Joint Venture That Never Was)
You can’t have a business divorce without first having a business marriage.
Simple enough, right? But, a number of cases we’ve featured on this blog involve the central question of whether the parties, in fact, formed a business relationship… and the attendant difficulties in litigating those types of disputes. Specifically, in a post not too
Roller Coaster Ride: Interlocutory Appeals in Business Divorce Cases
In New York civil practice, appeals from non-final orders, called interlocutory appeals, have the awesome power to transform a case before its conclusion, snatching defeat from the jaws of victory, and vice versa. Read about one such instance in this week’s New York Business Divorce.
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To be or Not to Be (a Member). That is the Question… That Estoppel Can Help Answer.
This week’s New York Business Divorce post concerns the impact that estoppel can play in determining the all-important question of, “Am I a member of the LLC?”
Continue Reading To be or Not to Be (a Member). That is the Question… That Estoppel Can Help Answer.
Is an LLC Bound by its Own Operating Agreement?
This week in New York Business Divorce, read how a New York LLC can successfully evade an arbitration provision in its own operating agreement.
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You Get What You Get, and You Don’t Get Upset: First Department Boots Limited Partner’s Claims Based on Plain Terms of Limited Partnership Agreement
This week’s New York Business Divorce showcases how courts reign in aggrieved limited partners whose demands stray from the plain terms of the limited partnership agreement
Continue Reading You Get What You Get, and You Don’t Get Upset: First Department Boots Limited Partner’s Claims Based on Plain Terms of Limited Partnership Agreement
Two Cases. Two Mammoth Fee Awards. Coup de Grâce or Pyrrhic Victory?
In this week’s New York Business Divorce, read about the grand finale conclusion of two important cases previously featured on this blog, with massive affirmed attorneys’ fee awards in both, one by statute, one by contract.
Continue Reading Two Cases. Two Mammoth Fee Awards. Coup de Grâce or Pyrrhic Victory?