News & Analysis as of

Limited Liability Company (LLC) Damages

Holland & Hart LLP

The Appeal of Nevada: Why Corporations are Heading West

Holland & Hart LLP on

More and more corporations are moving to Nevada. Is this because of the lack of corporate or franchise taxes associated with incorporating in the state or the lack of state income tax? Likely not (Nevada does not collect...more

Farrell Fritz, P.C.

Rare as a Dodo: Bifurcation in Business Divorce Trials

Farrell Fritz, P.C. on

Jury trials in business divorce litigation are uncommon. Bifurcated business divorce jury trials are all but nonexistent. But in Aronov v Khavinson (81 Misc3d 1242(A) [Sup Ct, Kings County Feb. 9, 2024]), we encounter the...more

Farrell Fritz, P.C.

Judicially Expelled Member Pays Heavy Price For Abandoning LLC

Farrell Fritz, P.C. on

Last month, in Flor v Greenberg Farrow Architectural Inc., a three-judge panel of the New Jersey Appellate Division handed down an opinion with important lessons for business owners and practitioners in states that have...more

Patton Sullivan Brodehl LLP

“Equitable Buyout” as a Remedy for LLC Wrongdoing?

In the world of LLCs, buyouts — where one member sells his/her membership interest to another member or the LLC itself — are commonplace. Buyouts generally fall into one of two categories: contractual — where the...more

Farrell Fritz, P.C.

Valuation Decision Finds LLC “Worthless, Worthless, Worthless”

Farrell Fritz, P.C. on

Justice Masley’s valuation decision in Quattro Parent LLC v Rakib, 2022 NY Slip Op 30190(U) [Sup Ct, NY County Jan. 14, 2022] is noteworthy for two reasons. First, it is an extraordinarily rare example of a business...more

Patton Sullivan Brodehl LLP

Portrait of a Mangled Business Divorce

Business divorce can be messy, as reflected by many of the cases covered here at The LLC Jungle. Two issues that frequently arise during the dissolution of an LLC are: 1. the statutory buyout procedure, and 2. claims for...more

Tonkon Torp LLP

Night Of The Corporate Zombies – How Undead Corporations Can Help Fund Oregon’s Environmental Cleanup

Tonkon Torp LLP on

We all know that corporations and limited liability companies can die. In actuality, they are dissolved and given time to wind up their affairs, but the point is that after five years following proper notice to potential...more

Patterson Belknap Webb & Tyler LLP

Commercial Division Opts for Money Damages in Lieu of Dissolution in Oppressed Shareholder Suit

New York Business Corporation Law § 1104-a empowers a holder of 20% or more of a closely held corporation’s stock to petition for that corporation’s dissolution on the grounds that, inter alia, the controlling shareholders...more

Farrell Fritz, P.C.

The Curious Case of the Expelled LLC Member Bound by Operating Agreement He Never Signed

Farrell Fritz, P.C. on

The case of Shapiro v Ettenson ranks as one of the more consequential ones in the realm of New York’s LLC jurisprudence....more

Farrell Fritz, P.C.

Top Ten Business Divorce Cases of 2019

Farrell Fritz, P.C. on

This year’s list offers a good mix of business entities: six involve disputes among LLC members, two involve law firms organized as limited liability partnerships, one involves an accounting firm organized as a professional...more

Patton Sullivan Brodehl LLP

A Lease and a Lease Guaranty Involve Different Rights and Remedies

Sister blog The LLC Jungle recently posted about an opinion from California’s Sixth District Court of Appeal — Orozco v. WPV San Jose, LLC — describing the legal difference between an LLC tenant, and the LLC’s owner who...more

Patton Sullivan Brodehl LLP

An LLC And Its Owner Are Not the Same Legal “Person”

A limited liability company (LLC) is a popular form of business entity. One of the main reasons for forming any business entity is to limit liability. In general, without a showing of “alter ego” liability, a business owner...more

Farrell Fritz, P.C.

The Brothers Cortazar Wage War Once Again

Farrell Fritz, P.C. on

Two years ago, we wrote about a bitter rivalry between two brothers, James and Vincent Cortazar, over their ownership and management of a single-asset real estate enterprise, 47th Road LLC, which owned an apartment building...more

Robins Kaplan LLP

Delaware Supreme Court Increases Damages from $1 to $126 Million, Holds Chancery Misapplied Efficient Breach Doctrine

Robins Kaplan LLP on

On May 2, 2019, Justice Traynor authored a unanimous opinion in which the Supreme Court of Delaware, sitting en banc, reversed a decision by Vice Chancellor Laster of the Delaware Court of Chancery awarding Leaf Invenergy...more

Brooks Pierce

NC Business Court Deals With “Unclean Hands”

Brooks Pierce on

The Business Court Opinion last month in Shaw v. Gee, 2018 NCBC 108, deals with two interesting trial procedure issues: how to preserve all your arguments for making motions for judgment not withstanding the verdict and for a...more

Patterson Belknap Webb & Tyler LLP

Commercial Division Holds That Agreement That Specifies Dilution as Remedy for Failure to Make Capital Call Prohibits Plaintiff...

Operating agreements often specify dilution as the remedy for a failure to make a capital contribution. But what if your business partner fails to make a contribution and you’d rather have the capital than an increased...more

Farrell Fritz, P.C.

Limited Partners Take a Licking in Two Delaware Supreme Court Decisions

Farrell Fritz, P.C. on

Notwithstanding the ascendency of the limited liability company, the Delaware limited partnership continues to serve as an important, tax-advantaged vehicle for certain capital-intensive ventures — especially in the energy...more

Bennett Jones LLP

Deceptive Marketing Class Actions: Trump University

Bennett Jones LLP on

The most talked about class action in Canada of late is not a Canadian class action at all, but rather one commenced in a U.S. District Court in the Southern District of California. Low v. Trump University, already certified...more

Pullman & Comley, LLC

Appellate Court Notes

Pullman & Comley, LLC on

Appellate Court Advance Release Opinions - AC36506 - Sidorova v. East Lyme Board of Education - Due to budget cuts, the Board of Education laid off the plaintiff who was a tenured French teacher. She sued for...more

19 Results
 / 
View per page
Page: of 1

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide