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Derivative Suit Shareholders' Agreements

Rivkin Radler LLP

July 2024 New York Insurance Coverage Law Update

Rivkin Radler LLP on

Paraco Gas Corporation purchased an insurance policy for Directors, Officers and Private Company Liability (“D&O”) from Ironshore Indemnity, Inc. that covered certain acts of Paraco’s officers and directors. Paraco...more

Farrell Fritz, P.C.

Derivative into Direct and Waived into Preserved: The Transformative Power of the Implied Covenant of Good Faith and Fair Dealing

Farrell Fritz, P.C. on

The distinction between direct and derivative claims pervades business divorce litigation.  Whether a dissident owner’s claim against his or her co-owners is a direct claim (one that the owner can assert in their individual...more

Robson & Robson, P.C.

Demystifying Individual And Derivative Claims In Closely Held Corporate Disputes

Robson & Robson, P.C. on

You represent a minority shareholder of a closely-held corporation and the company is having an off year. The majority shareholder is the sole member of the board and serves in every officer position. She draws significant...more

Farrell Fritz, P.C.

Summer Shorts: LLC Dissolution and Other Recent Decisions of Interest

Farrell Fritz, P.C. on

Welcome to the 12th annual edition of Summer Shorts. This year’s edition features brief commentary on a handful of recent decisions by New York trial judges and appellate courts in a variety of business divorce cases...more

Farrell Fritz, P.C.

Top 10 Business Divorce Cases of 2016

Farrell Fritz, P.C. on

I’m pleased to present my 9th annual list of this past year’s ten most significant business divorce cases. The list includes important appellate rulings by the First and Second Departments on dissolution of foreign business...more

Morris James LLP

Court of Chancery Upholds Right To Secondary Offering

Morris James LLP on

When investors bargain for the right to have their stock sold in a secondary offering after the company goes public, fiduciary duties normally do not operate to restrict that right. Hence, it is not possible to object...more

Morris James LLP

How Collateral Estoppel Can Be Your Best Friend in Stockholder Litigation

Morris James LLP on

Two recent decisions from the Delaware Court of Chancery have dusted off the venerable doctrine of collateral estoppel to dismiss stockholder claims. Of course, this issue is not new in Delaware. In 2013, the Delaware Supreme...more

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