It’s that time again, when New York Business Divorce lists the ten most noteworthy business divorce cases of the past year, along with short summaries and links to prior posts on the featured cases. Happy New Year!
Continue Reading Top Ten Business Divorce Cases of 2013
New York’s ancient and outmoded Partnership Law continues to generate litigation almost 100 years after its adoption. A case in point, featured in this week’s New York Business Divorce, is Breidbart v. Wiesenthal, decided earlier this month by the Appellate Division, Second Department, addressing the question whether post-dissolution gain on the sale of realty is included in “profits” under Partnership Law Section 73, applicable when valuing the interest of a deceased or retired partner.
Continue Reading (I Can’t Get No) Appreciation: Valuing a Deceased Partner’s Interest When the Business Continues
The lawyer who appeared for the corporation in Matter of Boucher, decided last week by a Brooklyn appellate panel, learned the hard way that courts will not allow one 50% shareholder to use corporate funds to resist dissolution sought by the other 50% shareholder. It’s in this week’s New York Business Divorce.
Continue Reading The Accidental Pro Bono Business Divorce Lawyer
A decision last week by the Appellate Division, Second Department, in Mizrahi v. Cohen ordered a buy-out of a 50% LLC member by the other 50% member as an equitable remedy in lieu of a winding-up and liquidation of the LLC’s assets. Read about this important decision in this week’s New York Business Divorce.
Continue Reading Appellate Court Orders Equitable Buy-Out in LLC Dissolution Case
When a partnership is wrongfully dissolved and then continued by one of the partners, are the departing partners entitled to be paid fair market value or book value for their interests? That was just one of several interesting issues decided by an appellate panel last month in Quick v. Quick, which gets the not-so-quick treatment in this week’s New York Business Divorce.
Continue Reading Appellate Court Resolves Disputes Over Valuation and Capital Accounts in Partnership Dissolution Case
The equitable remedy of constructive trust comes to the rescue of a minority shareholder in a family-owned business in Quadrozzi v. Estate of Quadrozzi, decided last week by the Appellate Division, Second Department. It’s in this week’s New York Business Divorce.
Continue Reading Case Illustrates Power of Constructive Trust to Establish Stock Ownership
A tattoo parlor business is the unusual setting for a decision last week by the Appellate Division, Second Department, affirming the lower court’s post-trial dismissal of an LLC dissolution case brought by a member claiming denial of her co-equal management rights. It’s “inked” in this week’s New York Business Divorce.
Continue Reading Woe Unto the Undocumented LLC Member Seeking Judicial Dissolution
A recent appellate decision in Armentano v. Paraco Gas Corp. reinstated a minority shareholder’s complaint charging the controlling shareholders with diluting his stake by issuing treasury shares to themselves. It’s in this week’s New York Business Divorce.
Continue Reading Minority Shareholder Wins Appeal Challenging Grant of “Bonus” Treasury Shares to Controlling Shareholders
An appellate ruling last month in DeMatteo v. DeMatteo Salvage Co. brings to a close the cautionary tale of an 8-year court battle among members of a family-owned business over the enforcement of a poorly designed buy-sell agreement. It’s in this week’s New York Business Divorce.
Continue Reading An Ill-Fated Solution to an Ill-Fated Buy-Sell Agreement
This week’s New York Business Divorce offers short summaries of three recent cases involving shareholder disputes. Two of them address procedural issues concerning venue and the court’s post-settlement enforcement power, and the third, well, you’ll just have to read it for yourself.
Continue Reading Venue, Menu and Hebrew: Short Takes on Three Dissolution Cases