Of the partnership disputes I see, the 50/50 ones are the hardest. Not because the law is more complicated, but because there is no majority to break a tie. Every decision needs the other person’s agreement, and the moment they decide to stop agreeing, the business can’t function. There’s no shareholder vote that resolves it … Read More
What Heirs and Surviving Members Need to Know You may assume that your heirs will automatically step into your shoes when you die, inheriting your share of the LLC, your voice in how it’s run, and your right to know what’s going on inside the company. It is not that simple. The law treats a … Read More
We all know and despise the extra step of having to publish the formation of a New York limited liability company. It can be expensive, and quite frankly, I don’t see the point. I rarely see a case that shows you the consequences of failing to comply with this requirement. But here you go: In … Read More
A recent case out of Kings County, I&M Kosher Catering LLC v BHNG Inc., explains that a Non-Reliance Clause must be specific to preclude a claim for fraudulent misrepresentation. The case concerns a business asset purchase gone wrong. The plaintiff purchased a bagel store on Coney Island Avenue and, in doing so, relied on the … Read More
Another day, another Merchant Cash Advance Lender goes to court and asks for a summary judgment based on the alleged breach of its Merchant Cash Advance agreement (aka Revenue Purchase agreement) (MCA Servicing Co. v. Nic’s Painting, LLC* (2024 NY Slip Op 50598(U))). In what seems to be following a turning of the tide in … Read More
Here is another recent case where an MCA company failed: Wynwood Capital Group LLC v. Confluence Corp. (2024 NY Slip Op 50557(U)). Wynwood Capital Group LLC, an MCA company, sued Confluence Corp. and its individual guarantor for allegedly breaching a merchant agreement by failing to pay what was due thereunder. As is common practice among … Read More
As a small business owner, you may have considered or even taken out a merchant cash advance (MCA) to secure funding for your business. While MCAs can provide quick access to capital, they often come with high costs and potentially predatory terms. When businesses default on these advances, MCA providers often seek summary judgment to … Read More
