Legal Opinion

In re the Dissolution of Validation Review Associates, Inc.

Appellate Division of the Supreme Court of the State of New York

Decided July 29, 1996PublishedCited by 4 opinions

1Opinion of the Court

OPINION OF THE COURT

Ritter, J.

We are asked to determine the validity of a provision within a shareholders agreement to waive the statutory and common-law right to petition for a judicial dissolution of a closely held corporation. On the facts presented, we find such a provision to be unenforceable as against public policy.

In 1989 the petitioner, Mordecai Berkun, a licensed physician, and the appellant, David Schimel, a nonpracticing attorney, formed Validation Review Associates, Inc. (hereinafter VRA). VRA was formed to provide consulting services to health-care providers concerning the…

2Cases cited16 opinions

  1. In Re the Judicial Dissolution of Kemp & Beatley, Inc.New York Court of Appeals · 1984
  2. Schmidt v. Magnetic Head Corp.Appellate Division of the Supreme Court of the State of New York · 1983
  3. Blake v. Blake Agency, Inc.Appellate Division of the Supreme Court of the State of New York · 1985
  4. In re the Dissolution of T. J. Ronan Paint Corp.Appellate Division of the Supreme Court of the State of New York · 1984
  5. Leibert v. ClappNew York Court of Appeals · 1963

11 more not listed; retrieve them via the Exa API.

3Cited by4 opinions

  1. Cassata v. Brewster-Allen-Wichert, Inc.Appellate Division of the Supreme Court of the State of New York · 1998
  2. Schimel v. BerkunAppellate Division of the Supreme Court of the State of New York · 1999
  3. Mercado v. SchwartzAppellate Division of the Supreme Court of the State of New York · 2022
  4. In re the Dissolution of Validation Review Associates, Inc.Appellate Division of the Supreme Court of the State of New York · 1997

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