Business & Corporate
Corporations Beware: Board of Directors’ Minutes are Subject to Shareholder Review
Posted in Business & Corporate
In Cain v. Merck & Co. Inc., the New Jersey appellate division recently ruled that the New Jersey Business Corporation Act (N.J.S.A 14A:5-28(4)) allows shareholders with a proper purpose to inspect the minutes of the board of directors and executive committee of the corporation. Continue reading
When Can A Homeowner Sue for Construction or Design Defects?
Posted in Business & Corporate
Homeowners often ask what legal remedies exist against builders, design professionals, and other parties for defects in design or construction of their homes. Often times, however, the defect is not readily apparent, and is therefore not discovered for several years after the homeowner begins residing in the house. Continue reading
The Pennsylvania Fraudulent Transfers Act: A Useful Tool to Avoid Debtors’ Sham Sales of Assets and Turn Judgments into Dollars in a Slowing Economy
Posted in Business & Corporate, Litigation
The Pennsylvania Uniform Fraudulent Transfers Act, (PUFTA) 12 Pa.C.S.A. § 5101 et seq., grants a statutory remedy to creditors where a debtor has acted to hinder his creditors and identifies several factors for scrutinizing transfers as fraudulent to creditors. Where a transfer has been proven to be fraudulent as to a debtor’s creditors, remedies available to a creditor include voiding the fraudulent transfer, attaching the transferred property, injunctions against the debtor’s future disposition of assets, and Court appointment of a receiver to take charge of fraudulently transferred assets. Continue reading
A Nutshell on Marketability & Minority Discounts in New Jersey
Posted in Business & Corporate, Litigation, Shareholder Oppression
In most cases, the single most important issue in a minority shareholder oppression dispute is the valuation of the complaining shareholder’s interest in subject closely held company. One important sub-issue is the applicability of marketability and minority discounts in valuing a less than controlling interest in the subject closely held corporation. Continue reading
