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21 Aug 2017, 3:33 am by Peter Mahler
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 by Peter Mahler
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]
24 Jul 2009, 2:45 am
Pom Wonderful LLC v. [read post]
It had only two members, Crown Royal LLC (“Crown Royal”), and Ocean Suffolk Properties LLC (“Ocean Suffolk”); each owned 50%. [read post]
16 Dec 2019, 12:36 pm by Petrelli Previtera, LLC
The post Petrelli Previtera, Llc Expands Presence In New Jersey With Opening Of Atlantic County Office appeared first on Petrelli Previtera, LLC. [read post]
27 Dec 2006, 12:02 pm
AES Ocean Express LLC has requested an extension of the in-service date for its FERC-approved natural gas pipeline from the Bahamas to Florida. [read post]
3 Dec 2009, 4:00 am by Meng & Alpert
Call Meng & Alpert, LLC today at 866-444-6363 for a free and confidential consultation. [read post]
7 Jan 2013, 8:40 pm by Bill Marler
GIANT Food Stores, LLC and MARTIN’S Food Markets, following a recall by Ocean Beauty Seafoods LLC, announced it removed from sale several varieties of smoked salmon due to possible contamination by listeria monocytogenes. [read post]
2 Feb 2020, 7:05 am by Jay R. McDaniel, Esq.
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]
27 Aug 2018, 3:49 am by Peter Mahler
Quoting from 1545 Ocean Avenue‘s quotation of Matter of Arrow Investment Advisors, LLC, 2009 WL 1101682 (Del Ch Apr. 23, 2009), Justice Driscoll further observes that ‘[e]ven if the LLC has a broad purpose, dissolution of an LLC is permissible upon a ‘strong showing that a confluence of situationally specific adverse financial, market, product, managerial, or corporate governance circumstances make it nihilistic for the entity to… [read post]
26 May 2016, 7:10 am by Steve Parker
Earlier this month, the Securities and Exchange Commission (“SEC”) instituted an administrative proceeding against Blue Ocean Portfolios, LLC (“Blue Ocean”), an SEC-registered investment advisor with approximately $106 million in regulatory assets under management, and its Principal, CEO and Chief Compliance Officer, James A. [read post]
19 Apr 2009, 10:23 pm
Late last year Grays Harbor Ocean Energy Company, LLC (Grays Harbor) filed applications with the Federal Energy Regulatory Commission (FERC) to study the feasibility of hydrokinetic power projects (which also included a wind component) located in the Atlantic Ocean about 12 to 25 miles offshore off the coasts of New York (and Massachusetts and Rhode [...] [read post]
23 Jul 2015, 12:42 pm by Sean Wallace
OCEAN CITY – Joan Trice, founder and CEO of Ocean City-based Clearbox LLC, announced Thursday the release of Recruit, a new tool that connects qualified appraisers for Clearbox lender and appraisal management companies. [read post]
19 Apr 2021, 4:03 am by Peter Mahler
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 achieved, or… [read post]
13 Nov 2023, 4:07 am by Peter Mahler
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]
24 Sep 2018, 2:31 am by Peter Mahler
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]