Dismissals for lack of standing are routine in business divorce cases. Examples abound on this blog. Litigation over standing to sue takes an outsized role in business divorce cases for many reasons.

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.

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...

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...

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.

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

We've recently written on a number of disputes arising out of posthumous transfers of corporate ownership interests, particularly where the transfer documents in question (often times, an estate planning device, e.g., a will or a trust instrument) ...

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

Spring is soon upon us. March Madness is at our doorstep. The Formula 1 season is underway. Baseball season will be in full swing shortly. And my allergies are already in bloom.

More than three decades ago, when New York enacted the Limited Liability Company Law, some believed the partnership might go the way of the dodo. But still, we regularly encounter and write about noteworthy partnership business divorce decisions.

Two recent Brooklyn Supreme Court decisions test the boundaries of shareholder oppression claims in New York, examining whether minority shareholders can pursue oppression remedies outside of formal dissolution proceedings and how procedural choices can fundamentally reshape business divorce litigation. These cases highlight the tension between procedural formalism and substantive justice in closely held business disputes.

A general principle of business valuation is that courts may consider "known or knowable" events as of the "valuation date" – the date as of which the court values the entity...

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...

Having passed the year's mid-way point, we examine opinions throughout the state affecting the field of trusts and estates.

It is not uncommon in the restaurant business for a restauranteur to partner with a silent-partner investor, i.e. the money guy. It's not uncommon for the restaurant partners...

When done well, valuation disputes are among the most interesting and rewarding cases to litigate.

On June 20, 2011, the U.S. Supreme Court reversed the lower courts' certification of a class of approximately 1.5 million current and former female Wal-Mart employees who alleged sex discrimination.