Obtaining a return on a tax lien investment can have a long time horizon in Georgia. After purchasing a tax lien, an investor must wait at least a year before foreclosing the right of redemption of the tax debtor, taking...more
Connelly v. Internal Revenue Service is a landmark SCOTUS decision that will impact business owners, partners, shareholders, members, and professional practitioners from a business perspective, succession planning, as well as...more
You may have heard or even read about the U.S. Supreme Court’s recent decision regarding the date of death value of a deceased shareholder’s shares in a closely held corporation that owned a life insurance policy on the...more
Is a “deed in escrow,” sometimes referred to as a “deed in a box,” enforceable in New York? While many real estate attorneys believe that it is not, a recent court ruling illustrates that the answer may not be as...more
Real property tax certificate sales provide a way for taxing authorities to collect delinquent taxes without having to foreclose on properties and take ownership. When the purchaser of the tax sale certificate obtains the...more
European Securities Market Authority (ESMA) submitted draft ELTIF 2.0 Regulatory Technical Standards (RTS) to the European Commission in December 2023. European Commission has informed ESMA it will only adopt the RTS once...more
In a case litigated in the New York Supreme Court, the Court recently ruled that a private equity firm that acquired a mortgage loan made on the Maxwell Hotel in New York does not have the authority necessary to convert...more
In a recent opinion by the Alabama Supreme Court in Smith v. Cameron (SC-2023-0495), the court issued an opinion affirming a trial court’s refusal to award mesne profits to a tax deed holder following the trial court’s order...more
In Westconnaug Recovery Co., LLC v. U.S. Bank N.A, the Rhode Island Supreme Court has continued to rule against redemption and in favor of strict application of the Rhode Island's Tax Title Act. Specifically, an interested...more
In recent years, the claim that an accommodation pledge attached to a mortgage loan effectively “clogs” a borrower’s right of redemption has been the basis of numerous civil actions in New York courts. With the case of Atlas...more
A recent decision by the Appellate Division of the New York Supreme Court dealt a major blow to the investors involved in Luxor Cap. Grp. LP v. Altisource Asset Mgmt. Corp., No. 650746/20, 2023 WL 3957402, at *1 (NY App. Div....more
Welcome to the 13th annual edition of Summer Shorts. This year’s edition features brief commentary on five recent decisions by New York courts in a variety of business divorce cases involving equitable contribution among...more
MiniCorp has five shareholders, all of whom are employees. Each shareholder’s employment agreement states that they are an at-will employee of MiniCorp, and the shareholders agreement provides that when a shareholder’s...more
On Friday, the Alabama Supreme Court issued its opinion in Ex parte J.C. King III (In re: Anderson Realty Grp., LLC v. J.C. King III), No. SC-2022-0653, addressing for the first time the term “preservation improvements” in...more
With all the SPAC activity and scrutiny over the past several years, it was only a matter of time before the Delaware courts had an opportunity to weigh in on SPAC stockholder litigation. Early last year, in January...more
Previously, we alerted you that Michigan had passed its version of the Uniform Assignment of Rents Act (MUARA). Among other things, this law clarifies that an assignment of rents is not extinguished by a foreclosure sale...more
Financing terms in the VC market are tightening in a hurry. As valuations of public company comparables crumble and VCs engage in stricter price discipline, startups able to raise money may only be able to do so at...more
The New York State Supreme Court, County of New York (the “Court”) decided in Atlas Brookview Mezzanine LLC v. DB Brookview LLC, on November 18, 2021, that an accommodation pledge entered into in connection with a mortgage...more
The special purpose acquisition company (SPAC) market has begun to cool, and with that, private investment in public equity (PIPE) transactions, a financing tool used to facilitate de-SPAC transactions, have also encountered...more
The Delaware Court of Chancery addressed for the first time fundamental precepts of Delaware law in the context of a special purpose acquisition company (“SPAC”) on January 3, 2021. In In re MultiPlan Corp. Stockholders...more
The Delaware Court of Chancery's application of the "entire fairness" standard in In re MultiPlan Stockholders Litigation is an important development for SPACs incorporated in Delaware, and it could result in more...more
The last few months have been difficult for SPACs. IPO activity slowed to a crawl. PIPEs became difficult to secure. Investors’ appetites waned. Redemptions soared. As a result, many SPAC teams put their IPO plans on hold and...more
Ohio- Insurance coverage for data breach- Emoi Servs., LLC v. Owners Ins. Co., 2d Dist. Montgomery No. 29128, 2021-Ohio-3942 In this appeal, the Second Appellate District reversed and remanded the trial court’s...more
Cont’l Investors Fund LLC v. TradingScreen, Inc., C.A. No. 10164-VCL (Del. Ch. July 23, 2021) - A holder of preferred stock often possesses redemption rights that permit the stockholder to require a company to repurchase...more
Tetragon Fin. Grp. Ltd. v. Ripple Labs Inc., C.A. No. 2021-0007-MTZ (Del. Ch. Mar. 19, 2021) - Plaintiff Tetragon Financial Group Limited is a shareholder of Ripple Labs, Inc., a blockchain company that uses a...more