Limited Liability Company (LLC), Business Litigation, Real Estate Development

Capital Call Cancelled: A Fairness Defense to the Majority’s Mandatory Capital Call

Farrell Fritz, P.C. on 7/14/2025

There is perhaps no provision in an LLC operating agreement more susceptible to abuse than one allowing those in control of the LLC to make mandatory capital calls. For one, that authority often comes with very few...more

Stated Purpose vs. Stated Problem: Court Sticks to the Script for LLC Dissolution

Farrell Fritz, P.C. on 4/21/2025

It’s been 15 years since the Second Department’s decision in Matter of 1545 Ocean Avenue, LLC, 72 AD3d 121, 2010 NY Slip Op 00688 (2d Dept Jan. 26, 2010), which established the standard for judicial dissolution of limited...more

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

Farrell Fritz, P.C. on 1/27/2025

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

Swing and a Miss: Unopposed LLC Dissolution Claim Denied

Farrell Fritz, P.C. on 8/23/2021

In an article from a little over a month ago, we summarized New York’s LLC judicial dissolution statute with the comment, “Breaking up can be hard to do.”...more

A Dissolved LLC Can Still Recover Attorney Fees

Patton Sullivan Brodehl LLP on 8/23/2021

An LLC Jungle post from last year addressed the issue of whether derivative claims can be pursued for a dissolved LLC. See: Can Derivative Claims be Pursued for a Dissolved or Cancelled LLC? The short answer is “yes.”...more

Pave Paradise, Put Up a Purposeful Parking Lot

Farrell Fritz, P.C. on 9/9/2019

Parking lots breed partnership disputes. I’ve litigated them and I’ve written about them, most notably the Kassab saga. I suppose it’s the untapped development potential of parking lots, especially in flourishing downtown...more