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Lathrop GPM

New York Federal Court Denies Motions for Reconsideration in Franchise Agreement Dispute

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A federal court in New York recently denied Community Care Companions, Inc. and Interim Healthcare, Inc.’s motions for reconsideration of the court’s summary judgment rulings in an ongoing franchise dispute. Cmty. Care...more

Farrell Fritz, P.C.

Help Comes From an Unexpected Place in LLC Deadlock Dissolution: The Third Department

Farrell Fritz, P.C. on

Join me if you know this refrain: In New York, deadlock is not an independent ground for LLC dissolution. But… Almost exactly two years ago from today, Peter Mahler published a post titled: “Has the Time Come for...more

Farrell Fritz, P.C.

#MeToo and Business Divorce: The Flip Side

Farrell Fritz, P.C. on

Two years ago, Peter Mahler wrote about a dissolution lawsuit by a female minority shareholder alleging that her male co-shareholders condoned a pattern of sexually offensive and demeaning conduct by a senior co-worker, which...more

Patton Sullivan Brodehl LLP

LLC Operating Agreements Can Reduce Fiduciary Duties

Patton Sullivan Brodehl LLP on

LLC managers owe fiduciary duties both to the LLC and to the LLC’s members, similar to the duties owed by a partner to other partners in a partnership.  (Corp Code §17704.09.)  These include the duty of loyalty, care, and...more

Farrell Fritz, P.C.

Defenses and Counterclaims In a CPLR 3213 Action Are Only Successful If They’re “Inseparable”

Farrell Fritz, P.C. on

In one of my previous posts, I discussed the basic requirements for bringing a CPLR 3213 motion for summary judgment in lieu of complaint.  One such requirement (and the one that generates the largest body of case law), is...more

Farrell Fritz, P.C.

Summer Day Camp Derivative Headed to Trial

Farrell Fritz, P.C. on

A recent decision in Greenhaus v. Gersh out of the Commercial Division, Suffolk County, is yet another example.  This time, the business is a summer day camp located on the north shore of Long Island in Huntington, New York....more

Farrell Fritz, P.C.

Summary Judgment 101: Movants, Make Sure Your Evidence Is In "Admissible Form"

Farrell Fritz, P.C. on

Most litigators are familiar with the requirement that a summary motion be supported with “evidentiary proof in admissible form” establishing the merits of a cause of action or defense....more

Farrell Fritz, P.C.

Shareholder Oppression Requires More Than Denial of Access to Company Information

Farrell Fritz, P.C. on

The family-owned business at the center of Vaccari v Vaccari, 2018 NY Slip Op 30546(U) [Sup Ct NY County Mar. 28, 2018], decided last month by veteran Manhattan Commercial Division Justice Eileen Bransten, is a classic...more

Farrell Fritz, P.C.

Blue Man Group Member’s Fiduciary Duty Claim Drummed Out of Court

Farrell Fritz, P.C. on

Ian Pai was an early participant in the Blue Man Group (“BMG”). Between 1989 and 1991, he met and began collaborating with the founders of BMG, namely, Chris Wink, Phillip Stanton and Matt Goldman. ...more

Farrell Fritz, P.C.

The Cash-Out Merger Solution to the Problem Minority Owner

Farrell Fritz, P.C. on

How can majority business owners legally rid themselves of a problematic minority owner? Not by transferring the business’s assets to another entity for no consideration. ...more

Goulston & Storrs PC

T&E Litigation Newsletter - February 2017

Goulston & Storrs PC on

Several recent decisions serve as a good reminder that it is not only the Probate and Family Court that addresses important T&E issues in Massachusetts. In the consolidated matters of Hanna et al. v. Williams et al.,...more

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