Search for: "Ocean Avenue LLC"
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25 Jun 2014, 10:00 am
Today, Pillsbury attorneys Matthew Burke and Craig Becker published their advisory titled Ocean Avenue LLC v. [read post]
7 Feb 2011, 3:00 am
It's been a year since the Appellate Division, Second Department, altered the LLC dissolution landscape in New York with its decision in the 1545 Ocean Avenue case. [read post]
28 Jul 2014, 3:28 am
Not the last time I read the statutes and 1545 Ocean Avenue. [read post]
27 Nov 2009, 9:28 am
Vecchio, LLC focuses on criminal defense, appeals, DWI/DUI, traffic and juvenile matters in central New Jersey. [read post]
24 Nov 2010, 2:28 am
Case: Muong v. 550 Ocean Avenue, LLC, NY Slip Op 08078 (2d Dept. 2010) Friday’s issue: Torts. [read post]
23 Jan 2023, 4:48 am
Austin in Matter of 1545 Ocean Avenue, LLC. [read post]
21 Aug 2017, 3:33 am
Now that I’ve got your attention, consider this: Under the standard for judicial dissolution of a New York LLC prescribed in the landmark 1545 Ocean Avenue case, the primary, contract-based inquiry is whether the LLC’s managers are unable or unwilling to permit or promote the stated purpose of the entity, as found in the LLC’s operating agreement or articles of formation, to be realized or achieved. [read post]
21 Aug 2017, 3:33 am
Now that I’ve got your attention, consider this: Under the standard for judicial dissolution of a New York LLC prescribed in the landmark 1545 Ocean Avenue case, the primary, contract-based inquiry is whether the LLC’s managers are unable or unwilling to permit or promote the stated purpose of the entity, as found in the LLC’s operating agreement or articles of formation, to be realized or achieved. [read post]
7 Feb 2011, 11:22 am
A leading example is New York’s Matter of 1545 Ocean Avenue, LLC v. [read post]
27 Aug 2018, 3:49 am
” Finally, it’s been eight years since the court in 1545 Ocean Avenue authoritatively construed section 702’s standard for judicial dissolution [read post]
25 Feb 2013, 3:42 am
In fairness to Doyle, his complaint preceded by about six months the 1545 Ocean Avenue decision, which dramatically shifted LLC dissolution jurisprudence away from the notion, accepted in a number of previous lower court decisions, that allegations of oppressive conduct by the majority against the minority sufficient to state a claim for dissolution under BCL §1104-a also suffice under LLC Law §702. [read post]
11 May 2020, 3:19 am
The LLC Dissolution Claim The legal test for judicial LLC dissolution in New York, adopted in Matter of 1545 Ocean Avenue, involves a two-fold consideration of the LLC’s ability to achieve its “stated purpose,” and whether the LLC is “failing financially. [read post]
22 Apr 2019, 3:46 am
In 2014, Justice Kitzes dismissed NIssim’s initial dissolution claim on the basis that his oppression allegations did not meet either prong of the test for LLC dissolution decreed in the Second Department’s 1545 Ocean Avenue decision, i.e. [read post]
2 Feb 2020, 7:05 am
For example, New Jersey’s statutory criteria are set out in N.J.S.A. 42:2C-46 and provide three circumstances in which the court, on application by the LLC, may order the expulsion of the LLC member. [read post]
19 Apr 2021, 4:03 am
But the subject entity being an LLC, plaintiff’s counsel apparently recognized that an oppression claim would not fly and that the alleged squeeze-out tactics would not satisfy New York’s relatively high bar for judicial dissolution of LLCs laid down in the 1545 Ocean Avenue case, requiring a showing either that the management of the entity is unable or unwilling to reasonably permit or promote the stated purpose of the entity to be realized or… [read post]
13 Nov 2023, 4:07 am
Not until the 1545 Ocean Avenue decision 11 years later (see below) was there a clear, appellate repudiation of importing the BCL standard into LLC dissolution jurisprudence. 2004: The “Statutory Operating Agreement”. [read post]
19 Jul 2021, 4:41 am
Indeed, this court is bound by Matter of 1545 Ocean Avenue which interpreted Limited Liability Company Law 702 as foreclosing all other forms of dissolution. [read post]
24 Sep 2018, 2:31 am
The Court’s Dismissal of the Lawsuit The siblings filed a pre-answer motion to dismiss the complaint, arguing that its allegations failed to state a valid claim for judicial dissolution under LLC Law § 702’s not-reasonably-practicable standard as construed by the courts in the 1545 Ocean Avenue case and its progeny. [read post]
8 Jan 2018, 3:29 am
Deadlock is not an independent basis for judicial dissolution of New York LLC’s under the governing standard adopted in the 1545 Ocean Avenue case but, as Manhattan Commercial Division Justice Saliann Scarpulla explains in her decision, when two co-equal managers are unable to cooperate, the court “must consider the managers’ disagreement in light of the operating agreement and the continued ability of [the LLC] to… [read post]
15 Jul 2019, 4:10 am
Case law development has been slow, as evidenced by the 16 years it took before an appellate court in the 1545 Ocean Avenue case construed the standard for judicial dissolution of LLCs under Section 702. [read post]
