If a petitioner is able to satisfy the three requirements set forth in Section 273 of the DGCL—namely (i) two 50/50 stockholders, (ii) engaged in a joint venture, and (iii)
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Section 273 Dissolution – What Constitutes a “Joint Venture” (Part II of II)
By Fox Rothschild LLP on
Since the 1959 Carmer decision discussed in the prior post, several other noteworthy Delaware opinions have explained what exactly a “joint venture” means for purposes of Section 273 of…
Continue Reading Section 273 Dissolution – What Constitutes a “Joint Venture” (Part II of II)
Section 273 Dissolution – What Constitutes a “Joint Venture” (Part I of II)
By Fox Rothschild LLP on
Section 273 of the Delaware General Corporation Law (“DGCL”) requires that the stockholders “shall be engaged in the prosecution of a joint venture” in order to seek dissolution of an…
Continue Reading Section 273 Dissolution – What Constitutes a “Joint Venture” (Part I of II)
Section 273 Dissolution – Timing of Requirement of 50/50 Stockholders
By Fox Rothschild LLP on
As addressed in the prior post, under Section 273 of Delaware General Corporation Law (“DGCL”), the “joint venture” entity sought to be dissolved must be comprised of no more than…
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Section 273 Dissolution – 50/50 Stockholders Required
By Fox Rothschild LLP on
In a prior post, we discussed the dissolution of “joint venture” entities under 8 Del. C. Section 273, along with the requirement that such entities only have two…
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Dissolution of an LLC with Two 50/50 Deadlocked Shareholders
By Fox Rothschild LLP on
Under the Delaware General Corporation Law (the “DGCL”), 8 Del. C. § 273 provides the basis for the dissolution of a deadlocked “joint venture” corporation, meaning that there are two…
Continue Reading Dissolution of an LLC with Two 50/50 Deadlocked Shareholders