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Webcast

What Every Business Needs to Know About "Business Divorce" Litigation in New York

Streams live on Thursday, September 19, 2019 at 02:50pm EDT

$ 59 Business, Corporate, & Securities Law and Litigation In Stock

Course Information

Time 50 Minutes
Difficulty Intermediate

Course Description

Breaking up a business can be difficult and is, in certain respects, similar to a marital divorce. The emotional, expensive, and contentious aspects of business divorces mirror those of marital splits. Business divorce litigation can be unpredictable and expensive when there is no written agreement governing the break-up such that the statutory default rules apply. This program will address the common issues that arise in dissolution or business divorce litigations under the default statutory schemes for each of the primary forms of entity in New York – partnerships, limited partnerships, corporations and limited liability companies. Speakers David Holahan, Maryann Stallone, and Liugi D'Onorio DeMeo will pose important questions, such as, "Does your business have an agreement that contemplates a break-up?", and "If you have one, can it withstand a litigation challenge?"


Learning Objectives:

  1. Recognize what member/partner/shareholder’s rights are when he/she wants out of the business - for example, can he/she withdraw or is dissolution the only option?
  2. Identify under what circumstances courts will dissolve an LLC/corporation/limited partnership
  3. Define the specific distinctions between Fair Market Value and Fair Value
  4. Address valuation considerations for Buy-Sell Agreements

Faculty

Maryann C. Stallone

Tannenbaum Helpern Syracuse & Hirschtritt LLP

Maryann Stallone is a Partner in Tannenbaum Helpern's Litigation & Dispute Resolution practice. She advises clients on complex business disputes in the state and federal courts of New York, arbitrations and alternate dispute resolution forums. Maryann has handled cases involving securities fraud, breach of contract and business torts, including unfair competition, employment discrimination, infringement of intellectual property and professional malpractice. She has served clients in the hedge fund, private equity, REIT, law firm, accounting, dental, media and staffing industries.

Her litigation experience includes representing an investment advisor in connection with the Picard v. Katz clawback action, a prestigious law firm and a national accounting firm in connection with the defense of professional malpractice actions, and a global communication company and a private equity firm in connection with their breach of contract and restrictive covenant enforcement claims. Maryann co-writes the monthly Attorney Professionalism Forum in the NYSBA Journal and has been selected as a Rising Star by Super Lawyers from 2014-2016 and has been included in the Super Lawyers Women's Edition for 2016.



David D. Holahan

Tannenbaum Helpern

David D. Holahan is a Partner in Tannenbaum Helpern's Litigation and Dispute Resolution practice. He represents clients in federal and state court actions and arbitrations in a broad range of complex commercial litigation matters, including securities, class action defense, antitrust, regulatory investigations, partnership disputes, breaches of contract and fiduciary duty, fraud, libel, business torts, products liability, RICO and employment disputes. Dave regularly represents both the entities and principals of hedge funds, private equity funds and venture capital funds.

Dave has extensive trial experience at the state and federal levels, including in the Commercial Division of New York’s Supreme Court, New York County, and also has experience representing clients before federal and state regulators. Most recently, Dave secured a complete victory for his client in a dispute between two joint venture real-estate development partners after completing a 23-day bench trial in New York County’s Commercial Division and authoring the post-trial brief.

A zealous advocate for his clients, Dave is particularly adept at developing overall litigation strategies and, where advisable, advising clients regarding litigation avoidance, such as resolving business disputes through negotiation and mediation. He is skilled in working efficiently on behalf of his clients by quickly assessing potential liability and exposure, including the viability of any available claims and defenses. Where appropriate and necessary, Dave has utilized his broad experience in structuring varied agreements with outside litigation funding firms, enabling his clients to litigate or arbitrate meritorious claims that would otherwise be lost because the client was either unable or unwilling to pay for the expense of litigation.



Luigi DeMeo

Red Maple

Luigi started his career at Citigroup in the Institutional Clients Group where he completed a 2 year rotational program and subsequently traded Credit Default Swaps and Interest Rate securities for a 3 year period. In those roles, Luigi facilitated market-making for top-tier hedge funds (above $1 billion in assets), banks, asset managers, central banks, and pension funds by providing principal market pricing. He later joined the Institutional Equity Trading desk where he focused on the Industrials, Materials, and REIT sectors for 2 more years. In this role Luigi focused his attention on valuing companies and developing quantitative trading models/strategies to provide superior client returns. Luigi has experience in financial modeling specifically focused in the areas of litigation and M&A purposes. He also has unique experience with valuing early-stage companies and co-founded a VC-funded start-up where he ran all operations.

In addition to his professional career, Luigi has been invited to speak at industry trade organizations including but not limited to the National Association of Forensic Economics, the American Economic Association Annual Conference and Allied Social Sciences. He has given numerous classes with many of the leading legal and accounting firms as well as to students about valuation, markets, technology and finance.