As winter has left its mark over the past three months, so, too, did the Court of Appeals and the Surrogate’s Courts throughout…
1946 Results
Falling Out of Love in the Corporate Context: The Basics of “Business Divorce” Litigation
Matthew D. Donovan and Lyle C. Mahler will be speaking at the Queens County Bar Assocation CLE “Falling Out of Love in the…
Michael Webb joined host Matthew Wallace on the Mathews Podcast for a compelling conversation about his path into real estate law and the…
A lawsuit that halted the awarding of a contract in February to demolish the Central Warehouse in downtown Albany is going to take…
LLC Minority Member Gets Caught in His Own “Wolverine Trap”
Over the years I’ve become less enamored with arbitration as an alternative to litigating complex business cases in court, mostly because the traditional…
Behind the Bench: An Evening with the Westchester Commercial Division Justices
On April 23, 2025, Matt Donovan and Viktoriya Liberchuk moderated a panel featuring Westchester Commercial Division Justices Linda S. Jamieson and Gretchen Walsh….
Nassau County Bar Association Annual Dinner Gala
Farrell Fritz is a proud supporter of the Nassau County Bar Association and join in celebrating the Annual Dinner Gala. Members of the…
Suffolk County Sees an Eight Percent Average Increase in Equalized Values for 2025
For most Towns and Cities throughout the State of New York, May 1st ushers in new assessment rolls and equalized market values for…
New York Women’s Bar Association: How to Handle Estate or Trust Mismanagement
Bret Cahn will be speaking at the New York Women’s Bar Association’s Trust and Estates Committee event: How to Handle Estate or Trust…
New York Women’s Bar Association: Surrogate’s Court for Non-Surrogate’s Court Attorneys
Bret Cahn will be speaking at the New York Women’s Bar Association’s Trusts and Estates Committee event: Surrogate’s Court for Non-Surrogate’s Court Attorneys.
DExit Strategy: Delaware’s Books and Records Reset
Stockholders of Delaware corporations for many years have had the right to examine stock ledgers, stockholder lists and “books and records” for a…
It is not uncommon in the restaurant business for a restauranteur to partner with a silent-partner investor, i.e. the money guy. It’s not…
A Priceless Mistake: How Faulty Appraisals Can Undermine Charitable Tax Deductions
A recent US Tax Court case (WT Art P’ship LP v. Commissioner, T.C. Memo. 2025-30) illustrates how failing to comply with the technical…
Many neurodivergent employees say full-time office work can be overwhelming. While some thrive in traditional office environments, others report that it disrupts their…
Becky (Hyun Jeong) Baek Recognized in the 2025 City & State Asian Trailblazers
We proudly congratulate Becky Baek on her recognition in the City & State 2025 Asian Trailblazers! A partner in the firm’s New York…
2025 New York State Economic Develpment Council Annual Meeting
Peter Curry, Michael Guerriero, and Michael Webb will be attending the 2025 NYSEDC Annual Meeting in Cooperstown, NY.
Westchester County Bar Association 125th Annual Gala & Installation of Officers
Matthew Donovan will be installed as Assistant Treasurer on the Executive Committee at the Westchester County Bar Association’s 125th Annual Gala and Installation…
Neil V. Carbone was recently quoted in The Moneyist on MarketWatch on the complexities of estate planning for blended families. From the article:…
Cheryl A. Kraus Recognized in the City & State 2025 Who’s Who in Government Relations
We proudly congratulate Cheryl A. Kraus on her recognition in the City & State 2025 Who’s Who in Government Relations! Cheryl recently joined…
Retail Reckoning for Suburban Strip Malls
Suburban strip malls have been a staple of Long Island’s retail identity – convenient, accessible, and often anchored by big-name national chains. But,…
Business Appraiser Liability? That’s a New One.
We’ve written about accountant liability. We’ve written about bookkeeper liability. A carefully crafted complaint can state viable claims for either. But business appraiser…
Suffolk County Filing Period for Real Property Tax Grievances Begins
To most, the month of May means the start of Spring and warm weather. But to Suffolk County property owners, the month of…
Brian Corrigan will be presenting at the Estate Planning Council of New York event Estate Planners Day 2025.
Lengthy Opinion Delivered Regarding In Terrorem Clause
It is a rare day that the Court of Appeals, New York’s highest Court, deals with trust and estate matters, let alone something…
We proudly congratulate Rachel Scelfo on her recognition in the New York Real Estate Journal’s 2025 Ones to Watch Industry Leaders Spotlight! Rachel…
The Anatomy of an Operating Agreement …And the Pitfalls to Avoid
Matthew Donovan and Lyle Mahler will be presenting at the Queens County Bar Association CLE on the fundamentals of LLC Operating Agreements.
The Workers Who Feel Left Behind by Return-to-Office Policies
As companies push for full-time return-to-office mandates, millions of neurodivergent workers are experiencing growing anxiety about their future success. Even before the pandemic,…
Stated Purpose vs. Stated Problem: Court Sticks to the Script for LLC Dissolution
It’s been 15 years since the Second Department’s decision in Matter of 1545 Ocean Avenue, LLC, 72 AD3d 121, 2010 NY Slip Op…
Sales of real estate involving non-U.S. sellers – FIRPTA considerations for both parties
Transactions involving the disposition of a U.S. real property interest (“USRPI”) by a foreign person (i.e., a nonresident alien individual or foreign entity,…
Court’s Decision in High Stakes Case Cuts Through the “Fog of Dueling ‘Notwithstanding’ Clauses”
In a post I wrote about a dozen years ago, I quoted Ken Adams, blogger and author of A Manual of Style for…
In a Decision and Order rendered March 4, 2025, Albany County Supreme Court struck down as unconstitutional Section 575-b of the Real Property…
A Good Lawyer Knows the Law; A Great Lawyer Also Knows the Local Rules
As readers of this blog are well aware, we here at New York Commercial Division Practice take great pride in posting about proposed…
Farrell Fritz Expands in Albany with New Office Location
Farrell Fritz is pleased to announce the relocation of its Albany office to accommodate the firm’s continued growth in the Capital Region. The…
M&A Tax Concepts: What is a “gross-up payment,” and why does it matter?
Buying or selling a business is an exciting experience, and potentially lucrative opportunity for all parties. Most often, during the letter of intent…
Impact of Recent U.S. Tariffs on Material Adverse Change and Force Majeure Clauses
The recent imposition of tariffs by the U.S. government has introduced significant complexities in contractual performance and risk allocation. It is important to…
Restrictive Covenants: The Devil Is in the Details…
Restrictive covenants are common conditions of zoning approvals. Municipal boards typically require applicants to record restrictive covenants as a condition of approval. These…
(Minimum Investment) Size Matters, When it Comes to Rule 506(c) Verification
Before 2013, issuers were prohibited from using any means of general solicitation or advertising when raising capital in the private markets. The prohibition…
Premature or Untimely? Both at the Same Time? When to Sue as a General Partner
Under ancient (some would argue vestigial) common-law rules of general partnerships, partners can find themselves stuck between a rock and a hard place…
Practice AreasCommercial LitigationBusiness Divorce
Practice AreasTrusts & Estates
How Tariffs Impact Business Transfers
The Administration’s tariff policies have contributed to significant volatility in the stock market. Even brief announcements regarding new tariffs often trigger immediate declines…
It’s Time to CO-OPerate: Commercial Division Refuses to Overturn Election of Board of Directors
Business Corporation Law § 619 (“BCL”) gives shareholders an “exclusive method . . . to test the validity of an election of a…
Closely held corporations typically elect to be treated as S Corporations because doing so allows their shareholders to continue to have the legal…
Relocating? Be Sure to Add the IRS to Your Change of Address Checklist
In a recent decision, the U.S. District Court for the Central District of California held that the Internal Revenue Service (“IRS”) did not…
LLC Member States Direct Claims Arising from Machiavellian Manager’s Tactical Bankruptcy Petition
“There is only going to be one winner here, and it’s not going to be you—give in while there is something still left…
A Court that Means Business: Three Decades of the New York Commercial Division
On March 4, 2025, the New York County Lawyers Association (“NYCLA”) celebrated a significant milestone during its Annual Gala held at The Pierre…
Domenique Camacho Moran was a guest on Hofstra University’s Frank G. Zarb School of Business podcast, Inside the Z-Suite. She joined host Janet…
David M. Curry in Commercial Property Executive on Grocery-Anchored Properties
David Curry shared his insights with Commercial Property Executive in their recent article, ‘First Washington Realty Buys DC-Area Retail Center,’ discussing the impact…
Using Injunctive Relief to Stave Off the Mootness Doctrine
Typically, a court will invoke the mootness doctrine when circumstances change in a way that prevents the court from rendering a decision that…
Business Divorce Cases of 2024
In their recent article published in the New York Law Journal, Peter A. Mahler and Matthew D. Donovan, review the most significant business…
LICP Talks – Labor & Employment Changes Under the New Administration: What Businesses Need to Know
Irene Zoupaniotis will be presenting at the Long Island City Partnership Talks webinar series for an insightful discussion on the key changes impacting…
I’ll Have a Bacon Cheeseburger, Hold the Pickle and LLC Dissolution
I’ve noticed over the many years since this blog’s launch a disproportionate number of posts concerning disputes among restaurant co-owners. The only explanation…
Nassau County ASIE Filings Due April 1st, 2025 for Commercial Properties
Despite all the noise surrounding the extension of the Nassau County property tax grievance filing deadline from March 1st to April 1st this…
Commercial Division Clarifies Standards for Sealing Court Records in Business Disputes
In a recent decision, the New York County Commercial Division reaffirmed the high bar that parties must meet when attempting to seal court…
David Goldstein in Kiplinger on the Precautions U.S. Citizens Should Take if Retiring in Italy
Italy consistently ranks among the top destinations for U.S. retirees, thanks to its rich culture, world-class cuisine, and relaxed lifestyle. But for those…
Over $1 Billion in Unclaimed 2021 Tax Refunds Await Filing by April 15
Last week, the Internal Revenue Service (“IRS”) announced that more than 1.1 million individual taxpayers have unclaimed refunds related to the 2021 tax…
Winter Case Notes: Nice Try, But the Agreements Say What They Say
Spring is soon upon us. March Madness is at our doorstep. The Formula 1 season is underway. Baseball season will be in full…
Nassau County Bar Association – Surrogate’s Court Estates & Trusts Committee Meeting
The next meeting of the Surrogate’s Court Estates & Trusts Committee will be held on Wednesday, March 19, 2025 at 5:30 p.m. at…
Brooklyn Bar Association – How to Handle Estate or Trust Mismanagement
Bret Cahn will be speaking at the Brooklyn Bar Assocation’s CLE “How to Handle Estate or Trust Mismanagement” with Regina Kiperman of RK…
Queens County Bar Association – The Dynamics of Commercial Leases
Robert Sandler will be speaking at the Queens County Bar Association CLE “The Dynamics of Commercial Leases” discussing types of commercial leasing forms,…
Azriel Baer will be presenting at the Merritt Point Wealth Advisors’ 2025 Estate Exemption Update webinar.
On March 3, 2025, Senate Bill S584, sponsored by Sen. James Skoufis, was introduced to the NYS Senate during the 2025-26 NYS Legislative…
No Unforced Errors Please: “For Cause” Removal Provisions Mean What They Say and Say What They Mean
Not long ago, we wrote about the vital need for strict compliance with contractual options to buy or sell closely-held business equity interests….
An Evening With the Westchester Commercial Division Justices 2025
Viktoriya Liberchuk and Matthew Donovan will be moderating NYSBA event “An Evening With the Westchester Commercial Division Justices 2025.” The event will be…
Suffolk County Legislature Expands Tax Exemption Eligibility for Persons with Disabilities
Earlier this week, the Suffolk County Legislature passed a local law to expand eligibility limits for real property tax exemptions for people with…
You’re Gonna Need a Bigger Boat: Criminal Usury Statutes Prevent Loan Sharks
Under CPLR 3213, a plaintiff can move for summary judgment in lieu of complaint which, under the right circumstances, serves as a useful…
New York Launches New White Labeling Cannabis License
New York state recently introduced a new cannabis license opening the door for out-of-state cannabis brands to enter the market. Jason Little shared…
Bret Cahn will be presenting at the New York City Bar’s Part III of their Introduction to Surrogate’s Court Series. The presentation “How…
Practice AreasLand Use & MunicipalReal Estate
Brian P. Corrigan will be presenting at the ACTEC 2025 Annual Meeting on the panel “Hot Topics.” The panelists will review and discuss…
Michael L. Webb in Commercial Property Executive on Office Visitation Rates in Manhattan
Office visitation rates in Manhattan are holding steady compared to last year, but the data reveals a growing divide in the market. Michael…
Mark R. Ustin Named to City & State New York’s 2025 Law Power 100 List
Farrell Fritz partner, Mark R. Ustin, has been named to City & State New York’s Law Power 100 list. The list features the…
Opinions by the Court of Appeals, New York’s highest court, construing the state’s LLC Law enacted 30 years ago are almost but not…
Crypto Collectibles: Meme Coins Deemed Not Securities by SEC Staff
According to crypto platform Kraken, the aggregate market cap for all meme coins is over $70 billion. Five meme coins would be considered…
Hansley A. Mohan Joins Farrell Fritz
Farrell Fritz is pleased to announce that Hansley A. Mohan has joined the firm in the land use and municipal & real estate…
Irene Zoupaniotis Recognized in the City & State 2025 Above & Beyond: Women List
Farrell Fritz partner, Irene Zoupaniotis, has been named to the City & State New York 2025 Above & Beyond: Women list. This honor…
House Approval May Point to Extension of TCJA
Starting January 1, 2026, many provisions of the 2017 Tax Cuts and Jobs Act (“TCJA”) are set to expire. Among the most significant…
Society of Industrial and Office Realtors Match Point Mixer
Michael L. Webb will be speaking at roundtable discussion at the Society of Industrial and Office Realtors (SIOR) New York City & Downstate…
Suffolk County Bar Association: Surrogate’s Court Showdown – Mock Depositions and Trial
Robert M. Harper will be speaking at the Suffolk County Bar Association’s Surrogate’s Court Showdown: Mock Depositions and Trial. This event will provide…
JOANN to Shutter All Stores; Lease Designation Rights Among Assets Purchased by Winning Bidder
JOANN continued operations after filing for bankruptcy in January 2025–without material reduction in store count–with the hope of selling its assets as a…
Farrell Fritz Continues Strategic Growth of Albany Office with New Partner and Team Members
Farrell Fritz is pleased to announce the additions of Matthew D. Wagoner, former Managing Partner at The Wagoner Firm as a partner, as…
Practice AreasTrusts & Estates
Patrick Collins Quoted in Newsday on Joann, Inc. Closing All Stores
Joann plans to close all its stores, following the sale of the company’s assets in a bankruptcy auction. Patrick T. Collins shared his…
Alon Y. Kapen Recognized in the City & State Who’s Who in Emerging Tech
We proudly congratulate Alon Y. Kapen on being recognized in City & State’s Who’s Who in Emerging Tech! As technology continues to evolve…
Hybrid Highlights: Avoiding the Pitfalls of a Land Use Litigation Technique
All civil judicial proceedings must be in the form of an action – unless otherwise authorized by statute, i.e. in the form of…
Affiliated Entities, Conflicting Duties, and the Business Judgment Rule
I am increasingly encountering businesses that straddle across several different entities, especially LLCs. The popularity of LLCs, their relatively low cost of organization,…
Nassau County Property Tax Appeal Deadline Extended from March 3rd, 2025 to April 1st, 2025
With each new year brings a new opportunity for Nassau County property owners and tax paying tenants to grieve their property taxes. This…
Practice AreasNew York State Regulatory & Government RelationsHealthcareCorporate
New York Court of Appeals Upholds Adult Home Admission Regulations
New York Department of Health (DOH) regulations provide that an adult home may not admit additional residents with serious mental illness if it…
Regular visitors to this blog no doubt are aware that the rules of practice for the Commercial Division are centered on innovation, efficiency,…
2025 State of the Cannabis Industry – What’s Next?
Looking to 2025, what is on the horizon for the Cannabis industry in New York? Will we see growth, expansion and progress? Join…
New Year, New Law – New Opacity – for LLC Owner Disputes
New York’s appellate courts are breaking new ground in 2025. Until a month ago, I would have said that “deadlock” most certainly is…
Colleen Spain Guest Speaking at St. John’s University School of Law
Colleen Spain will be a guest speaker at a St. John’s University School of Law upcoming event designed to introduce students to the…
JOANN, Inc. to Close 500 Stores Nationwide
On January 15, 2025, JOANN Inc. commenced voluntary Chapter 11 proceedings in the U.S. Bankruptcy Court for the District of Delaware. That was…
Qualified Small Business Stock – Overview and Useful Strategies
Founders, entrepreneurs, venture capitalists and other investors (all of which are collectively referred to herein as “investors”) should be familiar with Internal Revenue…
Getting Ahead of Discovery: Can Amended Rule 11 Streamline Commercial Litigation?
Frequent readers of this blog know that we are not shy in acknowledging the Commercial Division’s status as the leading forum for resolving…
Practice AreasCommercial Litigation
Taxing Covered Gifts and Bequests: Key Takeaways from the Final § 2801 Regulations
§ 2801 of the Internal Revenue Code of 1986, as amended (the “Code”) imposes a tax a U.S. citizen or resident who receives…
Top 100 Office Leases of 2024 Point to Stabilization
The average size of the top 100 office leases in 2024 rose to 288,834 square feet, up 8 percent year-over-year, according to CBRE’s…