News & Analysis as of

Limited Liability Company (LLC) Corporate Dissolution Business Litigation

Farrell Fritz, P.C.

Top 10 Business Divorce Cases of 2021

Farrell Fritz, P.C. on

It’s been another year of important case law developments in business divorce controversies. I’m pleased to present my 14th annual list of the past year’s ten most significant cases....more

Stradling Yocca Carlson & Rauth

California Business Divorce: Getting Started

A business divorce occurs when two or more business partners sever their commercial relationship. Business divorce frequently involves friction, stress, and disagreement – so identifying what you want to achieve at the onset...more

Farrell Fritz, P.C.

Swing and a Miss: Unopposed LLC Dissolution Claim Denied

Farrell Fritz, P.C. on

In an article from a little over a month ago, we summarized New York’s LLC judicial dissolution statute with the comment, “Breaking up can be hard to do.”...more

Patton Sullivan Brodehl LLP

A Dissolved LLC Can Still Recover Attorney Fees

An LLC Jungle post from last year addressed the issue of whether derivative claims can be pursued for a dissolved LLC.  See: Can Derivative Claims be Pursued for a Dissolved or Cancelled LLC?  The short answer is “yes.”...more

Farrell Fritz, P.C.

Common-Law and Equitable LLC Dissolution: Going, Going, . . .

Farrell Fritz, P.C. on

Recently, we’ve written two articles focusing on the brewing dispute over whether New York law recognizes a viable cause of action for “common-law” or “equitable” dissolution of a limited liability company....more

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.

Can the Company Pay My Legal Fees?

Farrell Fritz, P.C. on

Under the so-called “American Rule,” litigants usually must pay their own lawyer fees. But in business divorce and other private company disputes between business co-owners, there are a variety of ways for individual...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

Morris James LLP

Court Of Chancery Provides Definitive Guidelines On Judicial Sale Process

Morris James LLP on

In re: TransPerfect Global Inc., C.A. 9700-CB (February 15, 2018) - In what it is hoped is the final act in the TransPerfect case, this decision upholds the sale process used by the Custodian to sell TransPerfect....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

Farrell Fritz, P.C.

Winter Case Notes: LLC Deadlock and Other Recent Decisions of Interest

Farrell Fritz, P.C. on

This winter forever will be remembered in the Northeast as the winter of the “bomb cyclone,” which gets credit for the 6º temperature and bone-chilling winds howling outside as I write this. So in its honor, I’m accelerating...more

Farrell Fritz, P.C.

Top 10 Business Divorce Cases of 2017

Farrell Fritz, P.C. on

I’m delighted to present my 10th annual list of this past year’s ten most significant business divorce cases. This year’s list includes seven noteworthy appellate decisions, two of which — Mace v Tunick and Shapiro v...more

Hinshaw & Culbertson LLP

A Cautionary Tale: Members of a Defunct LLC May Have Liability For Attorney Fees

Hinshaw & Culbertson LLP on

In CB Richard Ellis Inc. v. Terra Nostra Consultants the California Court of Appeal for the Fourth Appellate District decided an interesting issue concerning the liability of an LLC member for a fee award imposed against the...more

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