Limited Liability Company (LLC), Business Litigation, Corporate Deadlock

UK: A remedy of last resort: High Court orders winding up of company on just and equitable ground

Hogan Lovells on 6/6/2025

In the recent case of Dosanjh v Balendran, the High Court granted an order for the winding up of a company on the just and equitable ground following a petition by one of the company’s two shareholders. Winding up has been...more

Contrived LLC Deadlock Doesn’t Cut the Delaware Dissolution Mustard

Farrell Fritz, P.C. on 9/26/2022

The statutes authorizing judicial dissolution of Delaware LLCs (LLC Act § 18-802) and New York LLCs (LLC Law § 702) essentially are the same: the petitioner must show that it is no longer “reasonably practicable” to carry on...more

Winter Case Notes: Dissolution of Not-For-Profit Corporation and Other Decisions of Interest

Farrell Fritz, P.C. on 2/22/2021

Here in the New York metro area, for the first time in years winter is living up to its name. The snow-plowed streets and sub-freezing temperatures are a natural setting for this sixth annual edition of Winter Case Notes in...more

LLC Member Pays the Price For Not Sticking to Deadlock-Breaking Script

Farrell Fritz, P.C. on 11/9/2020

When the management of a closely held business is controlled equally by two owners, it’s wise both to anticipate possible deadlock over major decisions and to provide in the constitutive documents a deadlock breaking...more

Anyone Think Binding Mediation to Break Deadlock Is a Good Idea?

Farrell Fritz, P.C. on 5/29/2018

Mediation, as commonly understood in the context of alternative dispute resolution, employs a neutral third party to facilitate negotiation and voluntary agreement between the parties. Unlike arbitration, the mediator does...more

Court Of Chancery Provides Definitive Guidelines On Judicial Sale Process

Morris James LLP on 2/16/2018

In re: TransPerfect Global Inc., C.A. 9700-CB (February 15, 2018) - In what it is hoped is the final act in the TransPerfect case, this decision upholds the sale process used by the Custodian to sell TransPerfect....more

Rare Partnership Dissolution Decision Applies Deadlock Standard to Dissolution Under Partnership Law

Farrell Fritz, P.C. on 1/22/2018

As LLCs have become the dominant form of closely-held business in New York, cases involving dissolution of partnerships have become more and more rare. Section 63 of the Partnership Law is the statute governing judicial...more

Special Proceeding Seeking a Judicial Decree to Dissolve an LLC

Patterson Belknap Webb & Tyler LLP on 1/17/2018

In Advanced 23, LLC v. Chambers House Partners, LLC, No. 650025/2016, 2017 BL 462831 (NY. Sup. Ct. Dec. 15, 2017), Justice Saliann Scarpulla of the Commercial Division ruled that Advanced 23, LLC (“Advanced”) and David...more

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