A long-running litigation battle between a technology and marketing company and its minority shareholder investors took yet another twist last week when the Appellate Division, First Department, reversed a lower court order upholding the company’s cancellation of the minority shares and the loss of their preemptive rights. Get the full story in this week’s New York Business Divorce.
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A decision earlier this month by Manhattan Commercial Division Justice Bernard Fried in Barasch v. Williams Real Estate Co. analyzes dissenting shareholder appraisal rights in a complex corporate reorganization that resulted in a new majority owner of a major real estate brokerage firm. This week’s New York Business Divorce has the story.
DON’T MISS TOMORROW MORNING’S CLE PROGRAM AT THE LONG ISLAND MARRIOTT ON DRAFTING ORGANIZATIONAL DOCUMENTS FOR LIMITED LIABILITY COMPANIES, AT WHICH I’LL BE PRESENTING ON “LESSONS FROM THE LITIGATION TRENCHES”. FOR MORE INFORMATION, SEE TODAY’S POSTING OR CALL 1-800-582-2452.

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The business partnership breakup and hydra-headed litigation known as Ficus Investments, Inc. v. Private Capital Management, LLC, is the subject of this week’s New York Business Divorce, as it looks at a recent, important ruling by Manhattan Commercial Division Justice Bernard Fried addressing rights of advancement and indemnification for litigation misconduct.

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Internecine litigations involving family-owned close corporations generate some of the murkiest fact patterns and knottiest legal issues known to the courts. This week’s New York Business Divorce looks at one such case, recently decided by Justice Bernard J. Fried, involving a family fight over a dissolved corporation, a second corporation with the same name,and real estate sale proceeds.

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This week’s New York Business Divorce features a recent decision by Justice Bernard Fried granting dissolution of an LLC owned 50-50 by two members locked in several highly contentious lawsuits. The decision addresses standing of a membership interest assignee to seek dissolution, and whether deadlock can establish ground for dissolution of a passive investment holding company.

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The LLC Law authorizes a court to decree dissolution of a limited liability company “on application by or for a member.” Must the application be made by way of a complaint in an action or a petition in a special proceeding? How about by way of a motion or cross motion without a pleading? Find out how New York County Commercial Division Justice Bernard J. Fried answered these questions in a recent ruling featured in this week’s New York Business Divorce.

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This week’s New York Business Divorce highlights an important decision by the Appellate Division, First Department, construing rights of advancement and indemnification for litigation expenses in a battle royal between majority and minority members of a limited liability company.

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