This week’s New York Business Divorce visits the Bluegrass State for an interesting appellate ruling in an LLC dissolution case concerning the operating agreement’s purpose clause.
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Pave Paradise, Put Up a Purposeful Parking Lot
Outlawing of LLC’s Short-Term Rental Business Brings Long-Term Litigation
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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The Purposeless Purpose Clause Makes a Comeback — Or Does It?
Remember the “purposeless purpose clause” that featured prominently in last summer’s appellate ruling in the LLC dissolution case, Mace v Tunick? On remand, following a trial, Justice Alan Scheinkman once again dismissed the case. Find out why in this week’s New York Business Divorce.
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“Where’s the Beef?” Says Appeals Court, Reversing LLC Dissolution
After more than two years in receivership, an appeals court gives a dissolved LLC a new lease on life because the petitioners “offered no competent evidentiary proof” why the entity should have been dissolved. We take a closer look in this week’s New York Business Divorce.
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LLC’s Purpose Being Achieved? Business Doing Fine? Good Luck Getting Judicial Dissolution
A minority member of an LLC that operates a Manhattan restaurant learned how tough it can be to get judicial dissolution of a financially sound LLC that’s achieving its intended purpose, notwithstanding allegations of majority oppression. It’s in this week’s New York Business Divorce.
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Does Your LLC Agreement Have a Purposeless Purpose Clause?
Did the Appellate Division, Second Department, throw us a curve ball in its decision last week in Mace v. Tunick, reinstating an LLC dissolution complaint based on its finding that the operating agreement’s purpose clause, authorizing the LLC to engage in “any lawful business,” did not set forth “any particular purpose”? Learn more about this important development in this week’s New York Business Divorce.
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LLC Case Notes: Member Expulsion, Withdrawal, and LLC Purpose
This week’s New York Business Divorce highlights a trio of recent decisions involving LLC disputes concerning the membership rights of the estate of a deceased member, the intended purpose of the LLC as the basis for a dissolution claim, and the power to expel a member.
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LLC Agreement’s All-Purpose Purpose Clause Defeats Dissolution Petition
This week’s New York Business Divorce closes out the year with an interesting decision by Justice Timothy Driscoll dismissing a dissolution petition that followed the sale of an LLC’s sole real estate asset based on the broad purpose clause in the parties’ LLC agreement..
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Deadlock Hits Dead End in LLC Dissolution Case
In Goldstein v Pikus, decided last month by Justice Charles Ramos, the court dismissed a dissolution petition alleging deadlock, brought by one of two co-managing members of an LLC that owns a residential apartment building. Find out why in this week’s New York Business Divorce.
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Finding Purpose Outside the LLC Agreement
The test for dissolution of an LLC includes whether its purpose as defined in the LLC agreement is no longer achievable. This week’s New York Business Divorce looks at cases, including a Delaware Chancery Court decision released days ago, in which courts have looked outside the agreement to determine the LLC’s purpose.
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