Understanding New York’s Business Judgment Rule

Officers and directors of start-up corporations are responsible for managing and directing the business’s affairs. As the business grows, so does the level of responsibility for officers and directors.  Under the “business judgment rule,” officers and directors of a corporation are immune from liability to the corporation for losses resulting

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New York Shareholder, Member and Partnership Business Disputes In NY: New York Business Disputes & Litigation Basics

We handle numerous New York, New Jersey, Connecticut and international shareholder and member disputes.  The main reasons for these disputes are because of the lack of an adequate Shareholder, Operations or Partnership Agreement, the lack of due diligence or nefarious acts by a member, shareholder or controlling directors.  Analyzing whether

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Frustration of Purpose as a Tool to Avoid Contracts in New York: The BREXIT Fallout

We have clients that are supplying products to UK companies and UK companies that are being supplied products by U.S. companies. With the surprising outcome of the Brexit vote, the purpose of these agreements are now frustrated because, often, these products are used in finished products assembled in EU nations.

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NY’s Highest Court Rejects Expansion of Common-Interest Doctrine: NY Legal New Updates

New York’s Court of Appeals has reinstated the New York rule that the common-interest doctrine in New York only applies in the context of actual or threatened litigation. The New York common-interest doctrine is a legal concept in New York’s Mergers & Acquisitions Law that provides an exception to the general

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Suing The New York Government? Exceptions And Extensions To Statutes of Limitation / Notification Periods

When you are suing the New York government, there are strict time limitations for notice and filing your claim, but they are not without exception or without the ability to extend under special circumstances. Recently, we featured a blog post about the statute of limitations when suing a New York municipal

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SEC Regulation D – Private Offerings: NY Startup Law

Start-ups in New York looking for investment capital should consider the classification of investors that can and cannot partake in private offerings.  Under the Securities and Exchange Commission’s Regulation D, an organization may issue a private offering of stock to raise funds without officially registering to “go public.” We discussed the

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