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By Jonathan H. Freiberger In situations where the statute of limitations expires during the pendency of an action, under certain circumstances, CPLR 205 (a) 1 permits the plaintiff to commence a new action if the original action is dismissed but was timely commenced. CPLR 205(a) provides: If an action is timely commenced and is terminated in any other manner than by a voluntary discontinuance, a failure to obtain personal jurisdiction over the defendant, a dismissal of the c

By: Jeffrey M. Haber The doctrine of successor jurisdiction provides that when two entities merge, the successor entity inherits the merged entity’s jurisdictional status for purposes of specific jurisdiction ( i.e. , personal jurisdiction). Thus, if the merged entity was subject to jurisdiction in a particular forum, then the successor would also be subject to the court’s jurisdiction, regardless of whether the successor entity would otherwise be subject to the court’s juris

By Jonathan H. Freiberger In order to prosecute a lawsuit, the plaintiff must have standing to do so. “Standing involves a determination of whether the party seeking relief has a sufficiently cognizable stake in the outcome so as to cast the dispute in a form traditionally capable of judicial resolution. Graziano,v. County of Albany , 3 N.Y.3d 475, 479 (2004) (citations, internal quotation marks and brackets omitted). Put another way, “ tanding to sue requires an interest in

By:  Jeffrey M. Haber The foundation of virtually every business and commercial transaction is a contract. It is difficult to imagine a transaction for the purchase or sale of goods, the merger or acquisition of a business, or the provision of services that is not based upon a contract. There is almost nothing more costly to businesses and their owners than a dispute regarding the meaning of a contract. Such disputes often arise over the performance or non-performance of a te

By Jonathan H. Freiberger This BLOG has previously addressed issues related to proper licensure for contractors and the problems that arise for them if they perform work without a license. See, e.g. , < here =">here</a>"> , < here =">here</a>"> and < here =">here</a>"> . We have previously noted that home improvement contractors are frequently required by municipalities to be licensed. Unlicensed home improvement contractors are precluded from collecting payments due from ho

By: Jeffrey M. Haber The federal securities laws impose recordkeeping requirements on registered investment advisers to ensure that they responsibly discharge their roles in the nation’s markets. The Securities and Exchange Commission (“SEC” or “Commission”) has long said that compliance with these requirements is essential to investor protection and to the Commission’s efforts to further its mandate of protecting investors, maintaining fair, orderly, and efficient markets, a

By Jeffery Haber There are four primary levels of services provided by an accountant with respect to an entity’s financial statements: preparation, compilation, review, and audit.  A preparation engagement is a basic one. In this level of service, the accountant assists management or the business owner in preparing financial statements for internal use.  In a compilation engagement, the accountant assists management or the business owner in the presentation of the entity’s fi

By Jonathan H. Freiberger Whether a non-existent corporation can enter into a contract is an interesting question. The interesting answer is that sometimes it can.  Pursuant to BCL § 403 , a corporation’s existence begins “ pon the filing of the certificate of incorporation by the department of state.”  Generally, “a nonexistent entity cannot acquire rights or assume liabilities, a corporation which has not yet been formed normally lacks capacity to enter into a contract.” Ru

By: Jeffrey M. Haber Attorneys are often asked by their clients if they can sue for attorney’s fees. Whether attorney’s fees may be recovered in litigation depends on the circumstances. Under the general rule, attorney’s fees are incidents of litigation, and the prevailing party may not collect them from the loser unless an award is authorized by agreement between the parties, statute or court rule. 1 In LMM Capital Partners, LLC v. Mill Point Capital, LLC , 2024 N.Y. Slip O