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Direct vs. Derivative Claims in New York LLC Disputes: How NYC Business Owners Choose the Right Weapon
You own 30% of a Queens catering LLC with two partners. Over the past year, your managing member has quietly funneled the company's best corporate clients to a side business he owns alone. Profits have collapsed, distributions have stopped, and the company's reputation is bleeding. You want to sue — but before you file anything in Supreme Court, you have to answer one question that will decide who owns the case, who collects any money, and whether the judge tosses your compla

Reza Yassi
Jul 28


LLC Deadlock in New York: How 50/50 Members Break a Stalemate Without Destroying the Business
You and your 50/50 partner built a successful design-build firm out of a SoHo loft. For seven years you agreed on almost everything. Now you can't agree on whether to renew the lease, whether to hire a controller, or whether to take on a $4 million Tribeca project that would require personal guarantees. Every vote is 1-1. The bank account is full, but the business is frozen — and the longer it sits, the more clients drift away. This is LLC deadlock in New York, and you have m

Reza Yassi
Jun 2


The Implied Covenant of Good Faith and Fair Dealing in New York: A Guide for NYC Business Owners
You sign a ten-year exclusive distribution agreement to sell a manufacturer's products throughout the five boroughs. The contract gives the manufacturer sole discretion to approve your marketing plans. For five years, everything runs smoothly. Then the manufacturer's new owner decides it wants to sell direct in New York City, starts rejecting every marketing plan you submit, and uses your inactivity as grounds to terminate. The express terms of the contract look like they let

Reza Yassi
Jun 1


Specific Performance in New York Commercial Contracts: When Courts Force the Deal to Close
You spent 14 months negotiating to buy a SoHo loft building for $7.2 million. The seller signed. You wired the deposit. Then, a week before closing, the seller sends a one-line email: "We're terminating. Keep the deposit." Money damages won't get you that building, and there isn't another one like it on the block. This is where specific performance in New York commercial contracts becomes the remedy that actually matters. Specific performance is the equitable order that force

Reza Yassi
May 11

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