Zelouf International Corp. v. Zelouf (I)
In fair value appraisal proceeding, New York court finds DLOM inappropriate given low probability of sale of family business and finds assumption of hypothetical impediments to sale irrelevant; New York law does not mandate DLOM in every circumstance.
In Buyout, Court Extols Expert’s Valuation and Legal Acumen
Appeals court affirms trial court’s valuation of oppressed shareholder’s minority interest in family business based on credentialed appraiser’s “clear, thorough, professional, and reliable” opinion and knowledge of New York valuation-related law.
In Buyout, Court Extols Expert’s Valuation and Legal Acumen
Appeals court affirms trial court’s valuation of oppressed shareholder’s minority interest in family business based on credentialed appraiser’s “clear, thorough, professional, and reliable” opinion and knowledge of New York valuation-related law.
May Court Disregard Shareholder Agreement in Judicial Buyout?
Appeals court finds in judicial buyout, district court properly updated stock price listed in shareholder agreement and could disregard experts’ market approach values, but it erred when it abandoned the contract’s terms as to the manner of the payment.
Matter of Adelstein v. Finest Food Distributing Co. (II)
Appeals court affirms trial court’s valuation of oppressed shareholder’s minority interest in family business based on credentialed appraiser’s “clear, thorough, professional, and reliable” opinion and knowledge of New York valuation-related law.
Expert’s Calculation Report Fails to Yield ‘Actual Fair Valuation’
Appellate court affirms trial court’s rejection of expert opinion where expert only prepared a “calculation of value,” based on the method the client determined and without the materials necessary to opine on the “actual fair valuation” of the company.
Piche v. Braaten
Appeals court finds in judicial buyout, district court properly updated stock price listed in shareholder agreement and could disregard experts’ market approach values, but it erred when it abandoned the contract’s terms as to the manner of the payment.
With Expert Help, N.Y. Court Computes Deli’s Fair Value
New York court enlists expert valuators to determine the fair value of a deli, occupying a “unique niche,” following the death of one of two equal owners; the court adopts the defendant expert’s income approach, but rejects the proposed 20% lack of market ...
Surgem, LLC v. Seitz
Appellate court affirms trial court’s rejection of expert opinion where expert only prepared a “calculation of value,” based on the method the client determined and without the materials necessary to opine on the “actual fair valuation” of the company.
Ruggiero v. Ruggiero
New York court enlists expert valuators to determine the fair value of a deli, occupying a “unique niche,” following the death of one of two equal owners; the court adopts the defendant expert’s income approach, but rejects the proposed 20% lack of market ...
Book Value Accurately Reflects FMV of Departing Partner’s Interest
State appellate court validates trial court’s use of book value of LLC to compute FMV of withdrawing partner’s interest; it finds the income approach is inapplicable because there is no guarantee of future cash flow considering the withdrawing member prov ...
Unclear Valuation Date Eviscerates Expert’s ‘Precise’ Partnership Valuation
Appellate court finds plaintiff’s’ expert’s “precise” valuation of partnership pertained to wrong date and did not create rational basis for jury’s award; court remands for new trial on damages.
Fancher v. Prudhome
State appellate court validates trial court’s use of book value of LLC to compute FMV of withdrawing partner’s interest; it finds the income approach is inapplicable because there is no guarantee of future cash flow considering the withdrawing member prov ...
Rojas v. Duarte
Appellate court finds plaintiff’s’ expert’s “precise” valuation of partnership pertained to wrong date and did not create rational basis for jury’s award; court remands for new trial on damages.
Chiu v. Chiu
New York court rejects application of discount for lack of marketability in fair value appraisal proceeding.
New York Court Rejects DLOM in Fair Value Proceeding
New York court rejects application of discount for lack of marketability in fair value appraisal proceeding.
Lawyers Try Hard to Argue Their Firm Has No Goodwill Value
Appellate court affirms goodwill value of a dissociated law partner’s interest in a well-established public defense firm under the capitalization of excess earnings method.
Medical Practice Value Deals With ‘Murky’ and ‘Suspect’ Accounts
Without any evidence of shareholder oppression, court finds that buyout price for terminated shareholder of three-person pediatric practice is limited to book value, as defined in the buy-sell agreement.
Do CPA Firm Agreements Trump Statutory FV Value of Retiring Partner’s Shares?
Delaware Chancery Court resolves ambiguities in CPA firm operating agreement to find that its provisions for liquidation value, rather than statutory fair value as a going concern, control buyout price for retiring partner.
Matter of Adelstein v. Finest Food Distributing Co. (I)
In oppressed shareholder stock valuation proceeding, trial court credits testimony of credentialed appraiser, lauding his methodical approach, use of various methods to cross-check values, and understanding of legal principles related to valuation.
‘Constructive Liquidation’ Applied to Law Firm and Contingency Fee Valuation
California Court of Appeals construes “liquidation value” of law firm under partnership buyout statute to require a “construct” of selling assets over time at fair market value, discounted to present value as of the dissociation date.
Dixon v. Crawford, McGilliard, Peterson & Yelish
Appellate court affirms goodwill value of a dissociated law partner’s interest in a well-established public defense firm under the capitalization of excess earnings method.
Rughani-Shah v. Noaz
Without any evidence of shareholder oppression, court finds that buy-out price for terminated shareholder of 3-person pediatric practice is limited to book value, as defined in the buy-sell agreement.
Showell v. Pusey
Delaware Chancery Court resolves ambiguities in CPA firm operating agreement to find that its provisions for liquidation value, rather than statutory fair value as a going concern, control buy-out price for retiring partner.