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“Nothing Is Changed”: Justifiable Reliance in a Family Business Battle
In closely held family businesses, trust often substitutes for formalities. This phenomenon was on display in Homapour v. 3M Props., LLC, 2026 N.Y. Slip Op. 04371 (1st Dept. July 9, 2026), where the formality of “read-before-you-sign” was tested. The dispute centered on allegations that a managing member repeatedly presented family members with signature pages detached from amended LLC operating agreements while assuring them that “nothing had changed.”

Jeffrey Haber
Jul 134 min read


First Department Rejects Fraud Claims Based on Routine Boardroom Communications
On April 14, 2026, the Appellate Division, First Department issued a decision in which it reiterated the limits of fraud claims in the corporate governance context. In Massoumi v. Ganju, 2026 N.Y. Slip Op. 02208 (1st Dept. Apr. 14, 2026), the Court unanimously affirmed summary judgment dismissing fraud claims brought by a former chief executive officer who alleged that his fellow executives and directors misled him in advance of a board meeting that resulted in his removal.

Jeffrey Haber
Apr 145 min read


Partnership Breakups
In today’s article, we examine Epstein v. Cantor, 2025 N.Y. Slip Op. 06989 (2d Dept. Dec. 17, 2025) (Epstein I), and Epstein v. Cantor, 2025 N.Y. Slip Op. 06990 (Dec. 17, 2025) (Epstein II) (collectively, Epstein), related cases involving, among other things, New York’s partnership law.

Jeffrey Haber
Dec 22, 20258 min read


Assignment of Membership Interests . . . Always Check the Operating Agreement and The LLC Law
In Kober v. Nestampower, 2025 N.Y. Slip Op. 06609 (2d Dept. Nov. 26, 2025), the Appellate Division, Second Department, decided an appeal involving disputes over membership interests in a limited liability company.

Jeffrey Haber
Dec 1, 20256 min read


The Future of the DOL Fiduciary Rule Is Uncertain at Best
By Jeffrey M. Haber What is the fate of the fiduciary rule under the Trump Administration? In May of last year, this Blog wrote about the Department of Labor’s fiduciary rule, which requires financial advisors to put their clients’ interests first when making investment recommendations for retirement accounts, such as 401(k)s and IRAs. The rule, designed to prevent conflicts of interest, has strong support from the Obama administration and investor advocates who argue that in

Jeffrey Haber
Jan 11, 20172 min read


The First Challenge To The Conflict Of Interest Rule And Related Exemptions Goes To The Department Of Labor
By Jeffrey M. Haber On November 4, 2016, a judge sitting in the United States District Court for the District of Columbia upheld the Department of Labor’s (“DOL”) fiduciary duty rules that were adopted to curtail conflicts of interest by financial advisors providing investment recommendations for retirement accounts. In a 92-page ruling, Judge Randolph Moss rejected arguments that the new rules would have “catastrophic consequences” for the fixed indexed annuities industry,

Jeffrey Haber
Nov 22, 20168 min read


SEC Proposes Rule Requiring Investment Advisers to Adopt Business Continuity Plans
What are the elements of a sound business succession plan for investment advisory firms facing disruption?

Jeffrey Haber
Jul 22, 20162 min read


Wall Street Pushing Back Against Labor Department's Fiduciary Rule
Wall Street trade groups are suing to block the DOL's new fiduciary rule for retirement advisors, arguing the agency overstepped its authority.

Jeffrey Haber
Jul 18, 20162 min read


Investment Advisors Have a Fiduciary Duty, says The Labor Department
What does the Labor Department fiduciary standard mean for financial advisors? After telegraphing its punch for almost 6 years, the Department of Labor recently announced the highly anticipated fiduciary standard regulation that will require financial advisors who provide investment recommendations for retirement accounts, such as 401(k)s and IRAs, to meet a fiduciary standard. These advisors are now required to put their clients' interests before their own, rather than adhe

Jeffrey Haber
May 30, 20162 min read
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