Publication
Essential Corporate News – Week ending 23 May 2025
The Companies and Limited Liability Partnerships (Annotation) Regulations 2025 and an accompanying Explanatory Memorandum were published on 14 May 2025.
Commercial division update: Judicial dissolution of New York limited
New York courts are frequently called upon to resolve disputes over whether a limited liability corporation ("LLC") should be dissolved. The dissolution of New York LLCs is governed by Article 7 of the New York Limited Liability Company Law ("LLCL"). Section 702 thereof provides that, as one ground, judicial dissolution may be decreed "whenever it is not reasonably practicable to carry on the business in conformity with the articles of organization or operating agreement." Two primary questions drive the determination of whether dissolution is proper under the provision. First, does the petitioner seeking judicial dissolution have standing to request that relief? And, second, is it "reasonably practicable" for the LLC to continue fulfilling its organizational purpose?
Recent publications
Publication
Federal Court quashes Commissioner of Patent’s decision and calls for a robust “due care” analysis for patentees
In a recent decision, Matco Tools Corporation v. Canada (Attorney General), the Federal Court has overturned a Commissioner of Patents (the Commissioner) decision regarding a patent applicant failing to meet the “due care” standard in the context of an unpaid maintenance fee.
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