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Business Litigation Commercial Court Corporate Dissolution

Farrell Fritz, P.C.

Winter Case Notes: Dissolution of Not-For-Profit Corporation and Other Decisions of Interest

Farrell Fritz, P.C. on

Here in the New York metro area, for the first time in years winter is living up to its name. The snow-plowed streets and sub-freezing temperatures are a natural setting for this sixth annual edition of Winter Case Notes in...more

Farrell Fritz, P.C.

Ambiguous Advancement Provision Favors Former Officer and Director

Farrell Fritz, P.C. on

I’ve long been intrigued with the frequency of litigation — especially in Delaware Chancery Court — over advancement of legal fees of a corporate director or officer or LLC manager who’s the target of a lawsuit by the entity...more

Farrell Fritz, P.C.

One 50% Shareholder Wants to Sell or Liquidate the Business. The Other Wants to Keep It Going. Is That Deadlock?

Farrell Fritz, P.C. on

We call it deadlock dissolution when a 50% shareholder of a close corporation, who claims to be at an impasse with the other 50% shareholder, asks the court to dissolve and liquidate the corporation....more

Farrell Fritz, P.C.

Rare Partnership Dissolution Decision Applies Deadlock Standard to Dissolution Under Partnership Law

Farrell Fritz, P.C. on

As LLCs have become the dominant form of closely-held business in New York, cases involving dissolution of partnerships have become more and more rare. Section 63 of the Partnership Law is the statute governing judicial...more

Patterson Belknap Webb & Tyler LLP

Special Proceeding Seeking a Judicial Decree to Dissolve an LLC

In Advanced 23, LLC v. Chambers House Partners, LLC, No. 650025/2016, 2017 BL 462831 (NY. Sup. Ct. Dec. 15, 2017), Justice Saliann Scarpulla of the Commercial Division ruled that Advanced 23, LLC (“Advanced”) and David...more

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