IN THE MATTER OF NEVILLE v. MARTIN

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Docket Number

8571.

Attorney(S)

Paul Ambos, New York, for appellant. Kaye Scholer LLP, New York (Richard C. Seltzer and Wendy S. Dowse of counsel), for James Neville, respondent.

Judges

David Friedman
John W. Sweeny

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In the Matter of JAMES NEVILLE, as Executor of EUGENE F. MARTIN, JR., Deceased, Holder of One-Half of All Outstanding Shares Entitled to Vote in an Election of Directors, Respondent, v. MARIE THERESE MARTIN, Appellant, et al., Respondent.

The grant of the dissolution petition pursuant to Business Corporation Law § 1104 (a) (2) was proper given the record evidence of dissension between the two 50% shareholders of the subject close corporation. This evidence left no doubt that the corporation could not continue to function effectively ( see Matter of Gordon Weiss, 32 AD2d 279, 281). That the dissension had no appreciable impact on the firm's profitability was not a sufficient ground for the petition's denial ( see Business Corporation Law § 1111 [b] [3]; Molod v. Berkowitz, 233 AD2d 149, 150, lv dismissed 89 NY2d 1029). Since there was no real dispute that dissension and deadlock existed, no hearing was necessary ( see Matter of Gordon Weiss, 32 AD2d at 280).

In the Matter of JAMES NEVILLE, as Executor of EUGENE F. MARTIN, JR., Deceased, Holder of One-Half of All Outstanding Shares Entitled to Vote in an Election of Directors, Respondent, v. MARIE THERESE MARTIN, Appellant, et al., Respondent.

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