430 results found

I am increasingly encountering businesses that straddle across several different entities, especially LLCs.

Section 626 of New York's Business Corporation Law governs standing to sue derivatively in New York. It states that "an action may be brought in the right of a domestic...

In Rockwell v Despart (87 Misc3d 233 [Sup Ct, Albany County 2025]), the trial court extinguished and declared unenforceable a restrictive covenant that the subject property remain “forever wild” in the loving memory of a decedent. The covenant was supposed to “run with the land,” and a subsequent purchaser was well-aware of the covenant and paid below market value because of it. Yet, the purchaser ultimately prevailed in extinguishing the covenant. The Albany County Supreme Court’s Decision, Order, and Judgment was appealed to the Appellate Division, Third Department, is fully briefed, and is awaiting oral argument.

Peter Sluka wrote a month ago about Matter of Lin v Sun ___ AD3d ___ (2026 NY Slip Op 02065 [1st Dept Apr. 7, 2026]). In Lin, the First Department unanimously rejected a petitioner-appellant’s claim she acquired...

Stockholders of Delaware corporations for many years have had the right to examine stock ledgers, stockholder lists and "books and records" for a "proper purpose" under Section 220...

We often remark anecdotally that disputes over ownership status—whether one is or is not an owner—seem far more common in the context of LLCs than corporations.

Litigation over who is—and who is not—a member of a limited liability company has become a defining feature of LLCs. The ease with which parties form LLCs, coupled with the informality...

In valuation disputes, the Discount for Lack of Marketability rarely behaves. Courts disagree about it, lawyers and experts litigate it to exhaustion, and business divorce cases often see seven-figure...

Potential client sits down with business divorce lawyer and says, "I'm a minority shareholder in XYZ Corp. I've been completely frozen out by the majority.

"There is only going to be one winner here, and it's not going to be you—give in while there is something still left in it for you," said one LLC member to the other.

In addition to blooming trees and longer days, spring in New York has ushered in a fresh crop of noteworthy decisions on intra-LLC disputes.

A recent case, City of New York v. Ball, 2024 N.Y. Slip Op. 24179 (Sup Ct, Albany County 2024), highlights a clash between the powers of New York State and one of its political subdivisions, New York City.

For taxpayers hoping to claim certain energy credits and deductions, the clock is ticking. Last week, the Internal Revenue Service ("IRS") issued...

We frequently see a partner's "fiduciary duties" expressed as the union of the duty of loyalty and the duty of care.

Recent court decisions from New York State address critical issues in trusts and estates litigation, including when legal fees can be awarded for bad faith objections, procedural requirements for challenging trustee...

New York LLCs without operating agreements are as common as noodles in Naples. Most function just fine without one. Their members just rely upon the statutory default rules found in the New York Limited Liability...

Each year, the IRS updates tax brackets and related thresholds to reflect inflation.