Business Divorce and the Fine Art of Disappearing Assets: Can My Former Partner Un-Ring the Bell on Civil Theft By Returning What He Stole?

Published by Chipman Glasser on November 11, 2025 It is not uncommon in the context of a business dispute for one owner to sue the other for civil theft. In other words, business partners frequently accuse each other of stealing company assets. Sometimes these allegations arise from clear, intentional wrongdoing—a partner deliberately stealing or embezzling from the company. Sometimes, however, …

Non-Compete Agreements in a Business Divorce: What You Need to Know

Published by Chipman Glasser on September 29, 2025 When business partners part ways, the fallout isn’t just emotional—it can also be financially and legally messy. Disputes over money, clients, and future plans often flare up, and few issues spark more conflict than non-compete agreements. These seemingly small contractual clauses can end up shaping what each partner is allowed to do …

Untangling the Partnership Knot: What to Expect During a Business Divorce and Best Practices

Published by Chipman Glasser on July 18, 2025 In business, such as life, not all relationships last forever. And just as personal relationships can end acrimoniously, professional ones can too. When co-owners can no longer run their LLC or partnership together, the result is commonly business divorce, the legal and operational separation of business partners and their interests, commonly in …

When Company Directors Get “Ready to Rumble:” What Fellow Directors Need to Know

Published by Chipman Glasser on May 29, 2025 Director disputes are not uncommon in the business world and can arise in companies of any size—from a closely-held family business to a publicly-traded corporation. These disputes frequently stem from disagreements over strategic direction, personality clashes, or matters of corporate governance. If left unresolved, disputes among the directors can hinder an organization’s …

Is Dexit Warranted? A Texas federal court recently underscored at least one good reason companies are voting to depart from Delaware.

By Daniel W. Glasser on May 16, 2025 For decades, Delaware has been regarded as the “go-to” forum for business formation, especially for publicly traded companies. The state’s Court of Chancery, a specialized court dedicated exclusively to business matters, has provided companies with consistent, predictable, and expert resolution of corporate disputes without jury trials. Delaware’s General Corporation Law has long …

Bankruptcy Judge Turns Delaware LLC Law on its Head: A Lesson in LLC Management and the Risk of Member Insolvency

Published by Daniel W. Glasser on January 16, 2024 Introduction It is no secret that Bankruptcy can turn everything we know about the law on its head. And when that happens in the realm of limited liability company (“LLC”) governance, investors, bankers and lawyers should pay attention. Free markets depend on predictability. Indeed, Delaware is often favored as a venue …

Ownership Standoffs: Can Courts Invoke “Equity” To Accommodate a Buyout? Or Should Legislatures Provide a Solution?

Published by Jennifer M. Osgood, Esq. on May 06, 2022 Traditionally, courts tasked with resolving irreconcilable differences between owners of a Limited Liability Company (“LLC”) had one primary tool available: judicial dissolution. Changes to the LLC laws in several states, however, have opened an alternative: the compulsory buyout. For drafters of LLC operating agreements and members of LLCs, it is …

Joint Venture Crimes and Punishment: One Court’s View

Published by Daniel W. Glasser on March 24, 2022 For litigators involved in limited liability company disputes, some legal issues are perennial. Chief among them is the question of whether members and managers owe fiduciary duties either to each other or to the company. But there are secondary issues that frequently bloom around this primary question. For example, if a party …

Both Managers and Members of an Arizona LLC May Owe a Fiduciary Duty to the LLC

The question of whether managers and/or members of an LLC owe fiduciary duties to the LLC and/or other members of the LLC varies greatly from state to state.  Unlike Colorado’s LLC Act, Arizona’s LLC Act does not expressly impose any fiduciary duties on a  manager.  Therefore, in the recent consolidated case of Sky Harbor Hotel Props. v. Patel Props.; Morris Anderson …