It is fascinating how the roads we travel in life can lead us to intriguing intersections. Four of the varied professional paths I have navigated during my career inspired this article: (1) as a commercial litigator and commentator, studying and acquiring a wealth of knowledge regarding the law of fraud; (2) as an advocate and … Continued

Introduction Article III of the U.S. Constitution limits federal courts’ jurisdiction to “Cases” and “Controversies.”1 This limitation ensures that the federal judicial power extends only to resolving actual disputes, and not hypothetical disagreements, between parties. Accordingly, to satisfy Article III, the U.S. Supreme Court has long held that the plaintiff, as the party invoking federal jurisdiction, … Continued

In a shareholder derivative action, the plaintiff is usually required to name the corporation as a “nominal defendant” in order to obtain jurisdiction over it, even though the lawsuit ostensibly seeks relief on behalf of that very corporation. Can the same law firm represent both the company and management, in a derivative suit alleging breach … Continued

Under the so-called “American Rule,” litigants must pay their own lawyer fees, even if they win, unless a contract, statute, or court rule provides otherwise. But in business divorce and other private company disputes against or between closely held business co-owners, there are a variety of ways for individual defendants to cause the business entity … Continued