The Majority Owners Of Bareburger Are Told By The New York Supreme Court That...
The parties in Stravroulakis v. Pelakanos, 58 Misc.3d 1221(A) (Sup. Ct. N.Y. Co. Feb. 13, 2018), are the owners of Bareburger. The majority owners attempted to oust a shareholder by improper means and...
View ArticleSec Enforcement News: Protecting Investors From Breaches Of Fiduciary,...
The Securities and Exchange Commission (“SEC”) has been busy so far this spring. In the latest roundup, this Blog looks at enforcement actions taken by the SEC against investment advisors, a medical...
View ArticleFormer Employees’ Parting Creates Sorrow (But Not The Sweet Kind) For Former...
In Shakespeare’s Romeo and Juliet, Juliet utters the oft quoted phrase, “parting is such sweet sorrow,” when saying goodnight to Romeo. While Juliet may have been upset that Romeo was leaving for the...
View ArticleCourt Holds That an At-Will Employee Can Be a Faithless Servant
As a general matter, a faithless servant is one who acts contrary to the interests of his/her employer. When an employee or agent acts faithlessly, he/she must forfeit the compensation earned (whether...
View ArticleEnforcement News: SEC Settles Enforcement Actions that Underscore the...
The disclosure of material information is the foundation of the Securities and Exchange Commission’s (“SEC”) mission. For this reason, the SEC considers itself to be “a disclosure agency.” See “The...
View ArticleCourt Dismisses Breach of Fiduciary Duty Claim That Should Have Been Brought...
Distinguishing between direct and derivative claims is not easy. Sometimes, the difficulty arises because of the entity involved. For example, in the LLC context, there are fiduciary relationships...
View ArticleBreach of Contract and Broken Cookies with Fraud and Fiduciary Duty Sprinkles
There is almost nothing more frustrating, or potentially costlier, to a business than a dispute over the meaning of a contract. Such disputes can take many forms. It may be that the language used is...
View ArticleThe Economic Loss Doctrine and the Split of Authority Within the Southern...
Readers of this Blog know that, as a general matter, New York courts will not permit a tort claim to survive a motion to dismiss when the claim arises from a breach of contract. [We have written about...
View ArticleCourt Decides When A Contractual Relationship is the Equivalent of a Partnership
A partnership is an association of two or more persons to carry on as co-owners of a business for profit. Partnership Law § 10(1). Typically, a partnership is memorialized in some type of writing,...
View ArticleSecond Department Resolves Contract, Fiduciary Duty and Fraud Claims...
In Benjamin v. Yeroushalmi, 2019 N.Y. Slip Op. 08647 (2d Dept. Dec. 4, 2019) (here), the Appellate Division, Second Department considered an appeal involving an action to recover damages for breach of...
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