Brook v. NYI Building Products, Inc., et al. (Sup. Ct., Nassau, Index No. 60803/17)
Our firm’s Business Litigation and Corporate & General Business groups sometimes team up for our clients. Here, James K. Landau and Douglas S. Trokie successfully represented our clients who had sold their business to defendants, only to have defendants default under a settlement agreement amending a prior stock purchase agreement, consulting agreement and a non-compete and non-solicitation agreement. We commenced an action for breach of contract as well as for a judgment declaring that that our clients had no further obligations to defendants under both of the non-compete and settlement agreements due to defendants’ breach. In an effort to get more leverage, defendants interposed a frivolous counterclaim and interposed improper disclosure demands that sought to impose burdens on plaintiffs that were greater than those imposed by the CPLR and Commercial Division Rules. A settlement favorable to our clients was obtained after we moved to dismiss the counterclaims and for sanctions.
Corporate & General Business – Restructuring & Reorganization of Corporation - Transfer of Control to Next Generation of Shareholders
Restructuring & Reorganization of Corporation & Transfer of Control to Next Generation of Shareholders
As the owners of a small corporation get older and approach retirement age, our business lawyers often work with clients to develop a plan to transfer control and decision-making duties to the next generation of shareholders. Here, Douglas Trokie was able to reorganize the officers and board of directors of the corporation to permit the shareholders’ children to have greater legal responsibility. As part of his work, Doug also updated the corporate minutes and by-laws in connection with the reconstituted Board and Officers. He also helped develop and draft policies for employee retention and employment agreements, so as to provide for a smooth transition of power from one generation to the next, to help ensure that the income stream of the corporation would not be adversely affected.
Corporate & General Business – Sale of Business – Building Supplies Distributor
Representing Owners of Building Supplies Distributor in Sale of their Company
Our lawyers often represent companies and owners on the sale of their business assets. Here, Douglas Trokie represented the owners of a building supplies distributor in the $3 million sale of their company, including the structuring, negotiation and drafting of a stock purchase agreement and related consulting and non-compete agreements.
Commercial Building Sold in the Settlement of a Dissolution Action
Small, closely-held companies sometime have disputes between shareholders that cannot be resolved out of court. Our lawyers are often retained to represent either the company or one of the shareholders. Here, Douglas Trokie represented a shareholder of a corporation in a dissolution action where the company’s sole asset was a commercial building. Through Doug's efforts, the matter was settled, and the parties agreed to an amicable sale of the building; and the net proceeds of sale of the building were divided between the two shareholders.
Business Transactions - Negotiations & Drafting Port Leases & Terminal Service Agreements
Negotiation & Drafting of Port Leases & Terminal Service Agreements
Our corporate and business lawyers often represent clients in complex negotiations on a business transaction. Here, Douglas Trokie represented an international paper company in the consolidation of its shipping operations into the United States. Doug drafted and negotiated a complex lease and terminal service agreements with the Ports of Philadelphia and Baltimore and the terminal operators at those ports.