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Scott I. Unger is a member of Stark & Stark’s Litigation Group, where he concentrates his practice on litigation arising out of business and commercial disputes. Mr. Unger regularly counsels business owners on the prosecution and defense of minority oppression litigation (corporate divorces), breach of contract cases, uniform commercial code (U.C.C.) litigation, consumer fraud claims, appellate practice, employment, and estate litigation.

A New Jersey Appellate Court was presented with deciding “whether a contractual provision, contained in an employment application, by which the employee waives the two year statute of limitations applicable to claims against the employer and shortens the period for such claims to six months” is enforceable?
Continue Reading New Jersey Appellate Court Permits Employers to Reduce The Statute of Limitations for New Jersey Based Employment Claims Under Certain Circumstances

On May 30, 2014, Los Angeles Clippers owner Donald Sterling filed a civil suit against the National Basketball Association and its commissioner, Adam Silver, in the United States District Court for the Central District of California, Western Division.
Continue Reading A Look into Los Angeles Clippers’ Owner Donald Sterling’s Lawsuit against the NBA

A 20% or greater shareholder in a closely held New York corporation may commence a special action for dissolution of the corporation on the grounds that those in control have either committed “illegal, fraudulent or oppressive actions toward the complaining shareholder” or have “looted, wasted or diverted for non-corporate purposes the corporation’s assets.”
Continue Reading New York Court of Appeals Denies Applicability of Minority Discounts In Oppression Cases

In 1993, the New Jersey Supreme Court conferred great powers to Courts when adjudicating minority oppression claims. Brenner v. Berkowitz, 134 N.J. 488 (1993). Last year, the New Jersey Supreme Court conferred even greater equitable powers to Chancery Division Judges deciding inter-company disputes. Sipko v. Koger, Inc., 214 N.J. 364, 383-384 (2013).
Continue Reading New Jersey Supreme Court Confers Greater Equitable Powers to Chancery Court Judges When Adjudicating Intra-Company Disputes

On March 11, 2014, the Supreme Court of New York, New York County, denied a motion for summary judgment seeking to dismiss a Special Proceeding for Judicial Intervention seeking dissolution of three New York corporations premised upon violations of New York’s Minority Oppression Statute. Quazzo v. 9 Charlton Street Corp., 2014 N.Y. Misc. 1093; N.Y. Slip. Op. 30625 (U) (March 11, 2014).
Continue Reading New York County Supreme Court Justice Denied Majority Shareholders’ Motion to Dismiss Minority Oppression Claim

On May 22, 2014, the New Jersey Appellate Division reversed a trial court’s denial of a motion to compel deadlocked members of a limited liability company to arbitrate their disputes in accordance with the governing operating agreement.
Continue Reading New Jersey Appellate Court Reverses Trial Court and Remands Member Deadlock Case to Binding Arbitration

An oppressed minority shareholder in a New York corporation may commence a special proceeding for judicial dissolution Business Corporation Law § 1104-a (a)(1) and (a)(2).
Continue Reading New York Minority Oppression Statute Permits Oppressed Minority Shareholders to Commence Special Proceeding for Judicial Dissolution

In 1982, the New Jersey Supreme Court in the oft-cited decision Crowe v. DeGioia, 90 N.J. 126 (1982), set forth the factors Courts should consider when petitioned for injunctive relief. For the past thirty-plus years, litigants arguing in favor of the issuance of an interlocutory injunction asserted their clients have demonstrated by “clear and convincing evidence” that: (1) there is no adequate remedy at law and the irreparable harm to be suffered in the absence of injunctive relief is substantial and imminent; (2) there is a reasonable probability of success on the merits; (3) the equities and hardships favors injunctive relief; and (4) the public interest will not be harmed. Id. at 520; McKenzie v. Corzine, 396 N.J. Super. 405, 414 (App. Div. 2007).
Continue Reading NJ Appellate Division Affords Oppressed Minority Shareholders More Protections to Maintain the Status Quo During the Pendency of the Litigation