Shareholders, Promissory Notes

Navigating Unjust Enrichment Claims in Florida: Direct (and Indirect) Lessons from CFLB Partnership, LLC v. Diamond Blue Int’l,...

Fuerst Ittleman David & Joseph on 9/14/2022

A sometimes-overlooked factor in unjust enrichment claims is that the claimant must directly confer a benefit on the defendant—not indirectly, not effectively, not practically, but directly. The Florida Supreme Court made...more

Chancery Analogizes to Bylaw Provisions to Conclude that Noteholder was Bound to Forum Selection Clause in Amended Note

Morris James LLP on 1/27/2021

Mack v. Rev Worldwide, Inc., C.A. No. 2019-0123-MTZ (Del. Ch. Dec. 30, 2020) - Plaintiff loaned defendant $2.5 million through six secured convertible promissory notes. Each of the notes contained an exclusive forum...more

Transfer Of Funds between Related Entities – Indebtedness Or Something Else?

Farrell Fritz, P.C. on 8/31/2020

A closely held business may come to our firm for any number of reasons. The owners may be selling the business, for example, or they may be thinking about spinning off a division. In some cases, the owners are considering the...more

Damages Award Crumbles in Texas Concrete Manufacturing Row

McDermott Will & Emery on 7/1/2020

The Supreme Court of Texas held that a limited partner had standing to sue for alleged loss in the value of its interest in the partnership, but reversed a damages award in favor of that limited partner for insufficient...more

Am I a party entitled to enforce a promissory note?

McGlinchey Stafford on 6/23/2020

Shareholder Derivative Lawsuit Aungst v. Light, 9th Dist. Summit No. 29349, 2020-Ohio-3347 In this appeal, the Ninth Appellate District affirmed the trial court’s decision, finding that when a shareholder’s derivative...more

Claims Dismissed Against Successor Transfer Agent Where There Was No Showing Of A Duty Owed To The Investors

Patterson Belknap Webb & Tyler LLP on 4/17/2017

In Magna Equities II, LLC et al., v. Writ Media Group Inc., et al., No. 653808/2016, 2017 BL 115243 (N.Y. Sup. Ct March 30, 2017), Justice Peter Sherwood dismissed for lack of jurisdiction and failure to state a claim all...more

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