Defendants’ contention was that they were entitled to reformation of a contract because a page was inadvertently left out of the asset purchase agreement. The missing page detailed long term liabilities which Defendants claimed the Plaintiff was obligated to pay. Defendants argued that the failure to pay constituted a violation of the accompanying Promissory Note and
Velocity Fiber Broadband, LLC v. Lang Management, Inc., Sept. 10, 2007 (Jolly)(unpublished)
Business Court Rule 9.2 says that "the movant shall have a good faith basis for requesting any . . . extension of time and, except in extraordinary cases, the movant shall first consult with any opposing party and reflect that party’s position in the motion and indicate whether the opposing party wishes to be heard
Reid Pointe, LLC v. Stevens, 2008 NCBC 15 (N.C. Super. Ct. August 18, 2008)
The Business Court dismissed on a Motion for Judgment on the Pleadings an unfair and deceptive practices claim stemming from a dispute between members of a limited liability company.
CDC, a minority member of the LLCs, argued that the member owning a 70% interest, Grimmer, had removed CDC as a manager and had made unnecessary
Revolutionary Concepts, Inc. v. Clements Walker, PLLC, September 2, 2008 (Tennille)(unpublished)
In this legal malpractice action, the plaintiff alleged that the defendant law firm had failed to comply with "standards established by the Rules of Professional Conduct promulgated by the North Carolina State Bar." The Court granted a Motion to Strike with regard to this language, observing that "the Rules of Professional Conduct of the North
Mattress Now, Inc. v. KS Bank, Inc., September 2, 2008 (Tennille)
Plaintiff sued the Defendant Bank for allegedly allowing improper deposits of company checks into a personal account. The Bank designated the case to the Business Court based on its jurisdiction over cases involving "the law governing corporations, partnerships, limited liability companies, and limited liability partnerships."
The Plaintiff moved to remand, arguing that the case involved nothing more
Court of Appeals Rulings Today (September 2, 2008)
The North Carolina Court of Appeals ruled today on cases involving the statute of repose applicable to legal malpractice actions, fiduciary duties of trustees, and the waiver of the right to arbitration.
On the fiduciary duty issue, the Court affirmed the decision of the Business Court in Heinitsh v. Wachovia Bank on an obscure point of
Some Meaty (But Not North Carolina) Court Decisions On Business Issues
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This post is about three significant business decisions from courts in other jurisdictions. They involve an issue of attorney-client privilege for limited liability companies, whether an LLC member can waive his statutory right to seek dissolution of an LLC, and board duties in a merger context.
First, if there’s litigation between a member-manager of an LLC and
No Unfair And Deceptive Practices Claim In Dispute Between LLC Members
Reid Pointe, LLC v. Stevens, 2008 NCBC 15 (N.C. Super. Ct. August 18, 2008).
The Business Court today threw out, on a Motion for Judgment on the Pleadings, an unfair and deceptive practices claim stemming from a dispute between members of a limited liability company. The Reid Pointe, LLC v. Stevens case also
Hinson v. Trigon Healthcare, Inc., August 23, 2001 (Tennille)(unpublished)
This was a dispute between insurance agents and an insurer for which they had sold policies.
Plaintiff asserted that the Court had personal jurisdiction over a parent company with an indirect subsidiary in North Carolina based on the alter ego doctrine. The Court held that "if [the parent] has dominated and controlled. . . a second
Court Of Appeals Cases Today: Arbitrator Immunity, Sanctions, And Work Product Decisions
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It was a busy opinion day today in the North Carolina Court of Appeals: there were 44 published opinions, three of which I’m commenting about briefly below. The three involve a range of issues, including arbitrator immunity, Rule 11 sanctions, and an technical point about subpoenas in state tax refund litigation and also work product privilege.
The