Derivative Standing and Personal Animus: How Much Acrimony is Enough?
- Oct 10 2018
A shareholder’s derivative action is a lawsuit “brought in the right of a … corporation to procure a judgment in its favor, by a holder of shares or of voting …
A shareholder’s derivative action is a lawsuit “brought in the right of a … corporation to procure a judgment in its favor, by a holder of shares or of voting …
Last month, this Blog examined the common interest exception to the attorney-client privilege. (Here.) As discussed in that post, the presence of a third party will not destroy a claim …
As a general matter, business entities (e.g., for-profit and not-for-profit corporations, limited liability companies, and limited partnerships) formed outside the State of New York (whether in another state or a …
If a domestic or authorized foreign corporation is named as a defendant in a lawsuit pending in New York, section 306 of New York’s Business Corporation Law permits service of …
The History of Common Law Dissolution Judicial dissolution of a corporation at the request of a minority shareholder “is a remedy of relatively recent vintage in New York.” Matter of …
This Blog has previously written about the enforceability of informal agreements. (Here, here, here, and here.) In that regard, we have noted that an exchange of term sheets, memoranda of …
This Blog has written about cases involving disputes between members of a limited liability company (“LLC”) in which resolution of the matter would be governed by an operating agreement if …
Under Section 702 of New York’s Limited Liability Company Law (“LLCL”), a court may dissolve a company “whenever it is not reasonably practicable to carry on the business in conformity …
The simplest misstep has the potential to derail years of litigation and result in a massive financial sanction, as happened here. It is in everyone’s best interest, both the litigants’ …
There are times when a party to a contract wants to be excused from the obligations set forth in their agreement. Under New York, the circumstances under which a court …