Commercial Litigation Lawyer in Brooklyn

Business disputes the firm handles

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Yassi Law P.C. handles business disputes for Brooklyn companies and owners, whether you are bringing the claim or defending it. Most involve:

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• Breach of contract claims over unpaid work, missed deliveries, and broken supply, service and sale agreements

• Disputes among partners, shareholders and LLC members, including buyouts and dissolution

• Breach of fiduciary duty and fraud by partners, officers or managers

• Unpaid invoices, loans and judgment collection

• Business torts, trade secrets and unfair competition, such as a former employee or partner taking customers

• Commercial lease and real estate disputes

• Employment disputes, including unpaid commissions and wages, executive pay and discrimination claims

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Which court hears a Brooklyn business dispute?

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Most Brooklyn business cases over $50,000 are heard in Supreme Court, Kings County, at 360 Adams Street. Smaller money claims usually go to Civil Court at 141 Livingston Street, and some cases belong in federal court or arbitration.

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Venue in Kings County is proper when a party resided there when the case began, or when a substantial part of the events took place there (CPLR 503(a)). A corporation resides in the county of its principal office (CPLR 503(c)). Other rules can override that: a case affecting title to, possession or use of real property is tried where the property is (CPLR 507).

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• Civil Court, up to $50,000. The Kings County Civil Court, at 141 Livingston Street, hears money claims up to $50,000 (NYC Civil Court Act § 202). Its commercial claims part takes claims of $10,000 or less brought by corporations, partnerships and associations based in New York against defendants who live or do business in New York City, with limits such as five claims a month (NYC Civil Court Act §§ 1801-A, 1802-A, 1809-A).

• Supreme Court, Kings County. Larger cases go to the State Supreme Court at 360 Adams Street, where qualifying business cases can be assigned to the Commercial Division.

• Federal court. The Eastern District of New York, at 225 Cadman Plaza East in Brooklyn, covers Kings, Queens, Richmond (Staten Island), Nassau and Suffolk Counties (28 U.S.C. § 112(c)). It hears cases arising under federal law (28 U.S.C. § 1331), and state-law claims over $75,000, not counting interest and costs, when no plaintiff is a citizen of the same state as any defendant (28 U.S.C. § 1332(a)). A corporation is a citizen where it is incorporated and where it has its principal place of business (§ 1332(c)(1)). An LLC is a citizen of every state where any member is a citizen, so companies based in different states may still not qualify.

• Arbitration. New York enforces written arbitration agreements, and a court asked to compel arbitration does not rule on whether the claim is any good (CPLR 7501). For AAA cases, see choosing an arbitrator in an AAA commercial case.

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Yassi Law P.C. handles business cases in Supreme Court, federal court and arbitration, and holdover and nonpayment proceedings over commercial leases, which in New York City are usually heard in Civil Court (RPAPL § 701). Other Civil Court money claims are listed so you know where smaller claims go.

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A forum selection clause in your contract may require suit in a particular court, county or state, so read it before anyone files.

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The Kings County Commercial Division: threshold, cases and rules

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The Commercial Division is a part of Supreme Court, Kings County, at 360 Adams Street, with its own rules for business cases. A case of the kinds listed below qualifies in Brooklyn when at least $150,000 is at stake, not counting punitive damages, interest, costs, disbursements and counsel fees (22 NYCRR 202.70(a)). For an injunction or a declaration, the amount is the greatest of the value of the benefit sought, the right protected or the harm avoided (22 NYCRR 202.70(b)).

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The threshold is set county by county: in Manhattan it is $500,000 (see the commercial litigation lawyer in Manhattan page). Qualifying business cases include (22 NYCRR 202.70(b)):

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• breach of contract or fiduciary duty, fraud, misrepresentation and business torts arising out of business dealings;

• transactions governed by the Uniform Commercial Code;

• commercial real property transactions, but not cases about rent only;

• dealings with banks and other financial institutions;

• the internal affairs of business organizations, such as disputes among owners;

• regardless of the amount: dissolution of corporations, partnerships, LLCs, LLPs and joint ventures, shareholder derivative suits, and commercial class actions.

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Some cases stay out even above the threshold, such as professional-fee collections, residential real estate and landlord-tenant cases, rent-only commercial cases, residential home-improvement contracts and most judgment enforcement (22 NYCRR 202.70(c)), and employment claims that mainly allege discrimination (22 NYCRR 202.70(b)(1)).

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Getting there is not automatic. Any party can seek assignment by filing a Request for Judicial Intervention (RJI) with the Commercial Division RJI Addendum within 90 days after the complaint is served (22 NYCRR 202.70(d)(1)). If another party's timely RJI did not mark the case commercial, you have ten days after receiving it to ask the Administrative Judge by letter for a transfer. A later letter application must show good cause for the delay (22 NYCRR 202.70(e)).

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A contract clause consenting to the Commercial Division's exclusive jurisdiction works only if the case also meets the threshold and case-type rules and the RJI is filed on time (22 NYCRR 202.70(d)(2)).

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Once assigned, a preliminary conference is generally held within 45 days, after the lawyers confer about settlement, discovery (including electronic records) and mediation. The court can appoint a mediator at any stage, discovery disputes go first to a letter and a conference, and most motions need a pre-motion conference (22 NYCRR 202.70(g), Rules 3, 7, 8, 14 and 24).

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The court's Kings County Commercial Division page posts the rules, forms and the assigned justices' part rules.

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Partner and owner break-ups: business dissolution

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When owners can no longer work together and cannot agree on a way out, the dispute often becomes a court dissolution case or a negotiated buyout.

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• LLCs. A member can ask the court to dissolve the company when it is not reasonably practicable to carry on the business under its articles of organization or operating agreement (LLC Law § 702). For an LLC with its office in Brooklyn, the petition goes to Supreme Court, Kings County.

• Corporations, oppression. Owners of at least 20% of the voting shares of a corporation whose shares are not publicly traded can petition to dissolve it. They must show that those in control acted illegally, fraudulently or oppressively toward them, or are looting, wasting or diverting corporate assets (Business Corporation Law § 1104-a).

• Corporations, deadlock. Owners of half the voting shares can petition when the directors or shareholders are so divided that the votes needed to act or to elect directors cannot be obtained. They can also petition when internal dissension makes dissolution beneficial to the shareholders (Business Corporation Law § 1104).

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Start with the operating agreement or shareholders' agreement, which may set buyout terms, require arbitration or limit exits. In a § 1104-a case, the corporation or the other shareholders can elect to buy the petitioner's shares at fair value, generally within 90 days after the petition is filed. If they cannot agree on a price, the court sets it (Business Corporation Law § 1118). If an owner is moving money or locking others out, emergency relief may come first.

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For the wider set of options, see LLC member disputes and dissolution.

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If your Brooklyn business has been sued

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Act within days: the time to respond runs from service, not from when the papers reach the right person in your company.

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1. Note how and when the papers were served. In a state case, if the papers were handed to you or to a company's officer, director, member, manager or authorized agent, you must answer or appear within 20 days. Service through the New York Secretary of State, outside New York, or by leaving the papers with someone else and mailing them gives 30 days after service is complete (CPLR 320(a)). A federal answer is generally due in 21 days (Fed. R. Civ. P. 12(a)), and a petition or order to show cause can set an earlier date (CPLR 403).

2. Read the contract for an arbitration clause, a forum selection clause, a notice-and-cure provision and a fee clause. These can decide where the case is heard and who pays the lawyers.

3. Preserve documents: emails, texts, invoices, accounting records and the files of the employees involved. Stop any routine deletion.

4. Decide whether the case belongs in the Commercial Division. If it qualifies, the 90-day RJI window applies to both sides.

5. Do not ignore the papers, and do not answer for a corporation yourself: in Supreme Court a corporation must appear through a lawyer (CPLR 321(a)). A defendant who misses the deadline risks a default judgment (CPLR 3215).

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If your business has the claim instead, deadlines apply too: generally six years for breach of contract (CPLR 213(2)), but three years for many business torts that damage property or business interests (CPLR 214(4)). A written contract can set a shorter deadline (CPLR 201).

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How much does a business lawyer cost in Brooklyn?

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Business and employment matters at Yassi Law P.C., for companies and for individual employees and executives, are usually billed hourly, at $450 an hour, under a written engagement letter. Contingency or hybrid terms are an exception for special cases. Your first consultation is free.

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The total depends on the documents, depositions and motions, and on whether there is a trial. In the Commercial Division, the preliminary conference order sets the discovery schedule, so ask for an estimate for each stage. For a small claim, weigh the likely fees against the amount at stake; a New York company's claim of $10,000 or less against a New York City defendant can go to the commercial claims part.

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How to choose a commercial litigation lawyer in Brooklyn

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Choose a lawyer who will handle the case personally, litigates in Supreme Court, Kings County, its Commercial Division and the Eastern District, and will give you a budget for each stage. Ask:

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• Who will do the work, from the first letter to trial?

• How will fees be billed, and what is the budget for each stage?

• What do the contract's forum, arbitration and fee clauses mean for this case?

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At Yassi Law P.C., you deal directly with Reza Yassi, who handles each matter himself. The office is at 333 Park Avenue South in Manhattan.

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Guides on this topic

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• LLC derivative action in New York: suing managers who harm your own company: how an LLC member sues on the company's behalf when a manager diverts its money.

• Material breach of contract in New York: when can you stop performing?: when a breach lets your business stop performing, and when stopping makes you the breaching party.

• What is a default judgment in New York? How CPLR 3215 works: what happens when a sued business misses its deadline, and how a plaintiff gets judgment.

• Forum selection clauses in New York commercial contracts: when a clause in your contract fixes where a case must be filed, and when courts enforce it.

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Frequently asked questions

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What is the Commercial Division threshold in Kings County?

$150,000, not counting punitive damages, interest, costs, disbursements and counsel fees (22 NYCRR 202.70(a)). Dissolution cases, shareholder derivative suits and commercial class actions qualify there regardless of amount. Other counties set their own numbers, such as $500,000 in Manhattan.

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Who are the Kings County Commercial Division judges?

Assignments change, so check the Justices page of the court's Kings County Commercial Division site, which also links to the rules. Your case is usually assigned to one justice when the RJI is filed, and that justice's part rules then govern conferences, motions and discovery letters.

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Can I sue in Brooklyn if the other company is based in Manhattan?

Often, yes. A state case can be filed in Kings County if any party resided there when it began, and a corporation resides where its principal office is (CPLR 503). A forum selection clause in your contract can override this.

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Is a business lawyer or corporate lawyer the same as a commercial litigator?

Not always. Transactional and corporate lawyers form companies and draft deals; a commercial litigator handles the dispute once one starts, from the demand letter through motions, depositions, trial and appeal. Yassi Law P.C. handles the dispute side, and Reza Yassi can also review your contract when a disagreement starts, before anyone sues.

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What should a business do when a contract is broken?

Start with the contract's notice-and-cure, fee, forum and arbitration clauses, because they shape the next steps. Gather the signed agreement, invoices, delivery and payment records and the key emails. Then send a written demand before anyone files suit.

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Do I need a business dissolution attorney in Brooklyn?

If the owners agree on how to wind down, ending a business is mostly paperwork. If they do not, a court dissolution under LLC Law § 702 or Business Corporation Law § 1104 or § 1104-a is litigation that qualifies for the Commercial Division regardless of amount.

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Will my business case go to trial?

Not necessarily. Many business disputes resolve after a demand letter, in mediation or after discovery, and the Commercial Division requires the lawyers to discuss settlement and mediation early. If the other side will not resolve it, the case is prepared for trial.

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If your business is in a dispute or has just been served, gather the contract, the key emails and any court papers, then send an inquiry or call (646) 992-2138 for a free consultation with Reza Yassi.