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Limited Liability Company (LLC) Corporate Dissolution Derivative Suit

Farrell Fritz, P.C.

New York LLC Caselaw’s Greatest Hits

Farrell Fritz, P.C. on

I recently had the privilege of speaking to an audience of judges of the New York Supreme Court Commercial Division at Fordham Law School’s Eileen Bransten Institute on Complex Commercial Litigation. Naturally, the topic was...more

Farrell Fritz, P.C.

Gordon Ramsay’s The Fat Cow: Dishing Up Damages and Dissolution

Farrell Fritz, P.C. on

You know you’re in big trouble if the post-trial decision in a lawsuit you filed begins like this: “The court finds the plaintiff, Rowen Seibel, not credible. This is primarily because it appears he fabricated evidence...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

Morris James LLP

Court of Chancery Stays Action for Violation of Rule against Claim Splitting Pending Resolution of a Duplicative Federal Action

Morris James LLP on

Goureau v. Lemonis, C.A. No. 2020-0486-MTZ (Del. Ch. Mar. 30, 2021) Delaware follows the modern “transactional” view of claim splitting, which bars a plaintiff from bringing bring duplicative proceedings in different courts...more

Farrell Fritz, P.C.

A Trio of Recent Business Divorce Decisions by Manhattan Commercial Division Judges

Farrell Fritz, P.C. on

The COVID-19 pandemic kept New York’s courthouses dark the last few months, but it didn’t slow down the output of decisions by Commercial Division judges. If anything, the pause of new case filings and non-emergency motions...more

Patton Sullivan Brodehl LLP

Can Derivative Claims be Pursued for a Dissolved or Cancelled LLC?

Today’s post focuses on a thorny issue arising from the LLC Jungle — can derivative claims be pursued on behalf of a dissolved or cancelled LLC? In short, the answer is “yes” — but there are nuances to be aware of....more

Farrell Fritz, P.C.

Top Ten Business Divorce Cases of 2018

Farrell Fritz, P.C. on

I’m very pleased to present my 11th annual list of this past year’s ten most significant business divorce cases. This year’s list includes four important appellate decisions, including one likely to stand as a landmark...more

Farrell Fritz, P.C.

IP Disputes Among Private Business Co-Owners Dominate Three Recent Cases

Farrell Fritz, P.C. on

Last month gave us three noteworthy post-trial decisions in three different cases from three different states, all centering on disputes among business co-owners over the ownership and exploitation of the businesses’s core...more

Farrell Fritz, P.C.

The LLC Equitable Buyout: Past, Present, Future

Farrell Fritz, P.C. on

Under the right set of facts, New York courts occasionally find remedies for LLC owners not explicitly authorized in the Limited Liability Company Law (“LLC Law”). Judges have a natural inclination to try to find solutions...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.

LLC’s Purpose Being Achieved? Business Doing Fine? Good Luck Getting Judicial Dissolution

Farrell Fritz, P.C. on

New York’s LLC judicial dissolution statute, Section 702 of the Limited Liability Company Law, provides far more limited grounds to dissolve a business than the Business Corporation Law – a harsh reality for allegedly...more

Farrell Fritz, P.C.

Summer Shorts: Three Must-Read Decisions

Farrell Fritz, P.C. on

Regular readers of this blog know it’s been anything but summer doldrums in the world of business divorce, what with case law developments such as the Appellate Division’s potentially far-reaching ruling on the purposeless...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

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