Blogs

Posts Categorized: Fiduciary Duties

Posted: December 28, 2020

Breach of Fiduciary Duty Claim Must Be Dismissed Where Duplicative of Breach of Contract Claim

On December 2, 2020, Justice Platkin of the Albany County Commercial Division issued a decision in Rockmore v. Plastic Surgery Assoc., LLP, 2020 NY Slip Op. 51461(U), dismissing a breach of fiduciary duty claim as duplicative of a breach of contract claim because it was based on the breach of contractual. In Rockmore, Defendants were... Read more »

Posted: December 20, 2020

Breach of Fiduciary Claim Dismissed as Duplicative of Contract Claim Because it Was Based on Breach of Duties Assigned by Contract

On December 2, 2020, Justice Platkin of the Albany County Commercial Division issued a decision in Rockmore v. Plastic Surgery Assoc., LLP, 2020 NY Slip Op. 51461(U), dismissing a breach of fiduciary duty claim as duplicative of a breach of contract claim because it was based on the breach of duties set by contract, explaining:... Read more »

Posted: December 16, 2020

Allegations That Directors Were Acquainted With Interested Party Insufficient Basis for Claim That They Were Not Disinterested

On December 03, 2020, the First Department issued a decision in Matter of Cadus Corp. Stockholders Litig., 2020 NY Slip Op. 07279, holding that the fact that directors were acquainted with an interested party was an insufficient basis for a claim that they were not independent, explaining: The motion court properly applied the business judgment... Read more »

Posted: November 3, 2020

Court Enforces Disclaimer of Fiduciary Duty

On October 20, 2020, the First Department issued a decision in La Scoula D’Italia Guglielmo Marconi v. Gates Capital Corp., 2020 NY Slip Op. 05859, enforcing a disclaimer of fiduciary duty, explaining: Here, the documents conclusively establish that defendants acted as placement agent to plaintiff and not, as plaintiff now contends, also as a financial... Read more »

Posted: October 8, 2020

Fiduciary Duty Claims Based on Joint Venture Fail Without Provision Providing for Sharing Losses as Well as Profits

On October 1, 2020, the First Department issued a decision in Shionogi Inc. v. Andrx Labs, LLC, 2020 NY Slip Op. 05308, holding that breach of fiduciary duty claims based on an alleged joint venture fail without allegations of an agreement to share losses as well as profits, explaining: Plaintiff failed to point to cognizable... Read more »

Posted: July 31, 2020

Accounting Claim Dismissed for Failure Adequately to Allege a Fiduciary Relationship

On July 16, 2020, Justice Borrok of the New York County Commercial Division issued a decision in Karen’s Shipping, LLC v. West Side Foods, Inc., 2020 NY Slip Op. 32347(U), dismissing an accounting claim for failure adequately to allege a fiduciary relationship, explaining: To demonstrate entitlement to equitable accounting, a plaintiff must establish (i) the... Read more »