430 results found

The authors of this blog have a special affinity for fair value appraisal proceedings. The narrow hearings—where the sole issue before the court is the fair value...

Let’s say you are a minority interest holder facing a squeeze-out merger. If someone else controls the process, the price, and the paperwork, how do you know the deal was fair? Can a minority shareholder that also holds a meaningful stake in the controller really be counted among the “disinterested” minority?...

Today's case— Xiaoyan Lu v Sagewood SFF III LLC, 2024 NY Slip Op 05895 (1st Dept 2024)—gives an example of how far (or not) the doctrines of equitable estoppel, tax estoppel, and collateral estoppel.

You can't have a business divorce without first having a business marriage.

In the world of business divorce litigation, this summer saw everything but a slowdown. We witnessed (and blogged about) Justice Crane cap a long-running fair value proceeding...

A legal battle in Southampton, New York tests the limits of municipal authority over waterfront property rights as the Town Board's complete residential dock ban on Peconic Bay waters challenges centuries-old colonial patents and riparian rights.

Time entries often are the bane of a practicing lawyer’s existence. The best lawyers build habits and systems to capture their time accurately and contemporaneously. The less disciplined among us fall behind, reconstruct days from emails and calendars, and wind up with incomplete or inaccurate bills.

In 2024, the New York Legislature enacted Real Property Law ("RPL") § 424, which codified New York's public policy in favor of transfer-on-death deeds...

Closely-held business owner breakups often defy easy categorization. What seem at first blush to be traditional business divorce cases sometimes end up treading far into other legal...

Suburban strip malls have been a staple of Long Island's retail identity – convenient, accessible, and often anchored by big-name national chains. But, as retail trends evolve and those anchor tenants face uncertainty...

Shareholder oppression has long been a favorite topic of mine—for good reason. A cornerstone of business divorce litigation...

Every so often a case comes along that reads less like a business dispute and more like a cautionary tale about the perils arising out of unwritten deals among friends.

As 2023 came to an end, and 2024 began to unfold, the Surrogate and Appellate Courts throughout the state have been busy issuing decisions of interest....

It has been just over five years since a Long Island father decided to build a tree house for his children. This seemingly simple and straightforward act somehow led to a dispute with his village...

In the menagerie of closely held companies, those owned and controlled by 50/50 business partners pose unique benefits and challenges

Opinions by the Court of Appeals, New York's highest court, construing the state's LLC Law enacted 30 years ago are almost but not quite as rare as hen's teeth.

As 2023 came to an end, multiple decisions of interest were rendered by the Appellate and Surrogate's Courts throughout the state. Decisions addressed to such issues...

Equity holder status is essential for standing to sue – including to dissolve, to sue derivatively on behalf of the entity, to sue directly as an owner, or to challenge a merger, consolidation, divestiture, or asset sale.