Quimbee logo
DMCA.com Protection Status
From our private database of 16,600+ case briefs...

In the Matter of 1545 Ocean Ave., LLC

Supreme Court of New York, Appellate Division
893 N.Y.S.2d 590 (2010)


1545 Ocean Avenue, LLC (1545 LLC) was an LLC with two members, Crown Royal Ventures, LLC (Crown Royal) (plaintiff) and Ocean Suffolk Properties, LLC (Ocean Suffolk) (defendant). Crown Royal and Ocean Suffolk held an equal stake in 1545 LLC, which they formed for the purpose of rehabilitating one structure and building another. The entity was run by two managers, one from each member: Walter Van Houten was a member of Ocean Suffolk, and John King was a member of Crown Royal. Van Houten also owned and operated a construction company, Van Houten Construction (VHC). Disagreements soon arose. Though the two managers agreed to solicit third-party bids for construction work, VHC began performing work on the property. Ocean Suffolk claimed that King consented to VHC’s work, while King said Van Houten acted unilaterally. King claimed VHC overbilled for this and other work and that Van Houten refused to meet regularly with him. King conceded that VHC did good work. Nonetheless, due to the disagreements, King sought to have Ocean Suffolk buy out Crown Royal’s interest in 1545 LLC. When this was unsuccessful, Crown Royal petitioned the court for dissolution, citing deadlock. The LLC’s operating agreement did not specifically address dissolution, and also stated that any individual manager may unilaterally take any action not prohibited by the agreement, unless the agreement or the LLC law specifically requires the approval of more than one manager. VHC continued work on the project throughout the dispute. The trial court granted the petition for dissolution, and Ocean Suffolk appealed.

Rule of Law


Holding and Reasoning

Concurrence/Dissent (Fisher, P.J.)

What to do next…

  1. Unlock this case brief with a free (no-commitment) trial membership of Quimbee.

    You’ll be in good company: Quimbee is one of the most widely used and trusted sites for law students, serving more than 97,000 law students since 2011. Some law schools—such as Yale, Vanderbilt, Berkeley, and the University of Illinois—even subscribe directly to Quimbee for all their law students. Read our student testimonials.

  2. Learn more about Quimbee’s unique (and proven) approach to achieving great grades at law school.

    Quimbee is a company hell-bent on one thing: helping you get an “A” in every course you take in law school, so you can graduate at the top of your class and get a high-paying law job. We’re not just a study aid for law students; we’re the study aid for law students. Read more about Quimbee.

Here's why 426,000 law students have relied on our case briefs:

  • Written by law professors and practitioners, not other law students. 16,600 briefs, keyed to 223 casebooks. Top-notch customer support.
  • The right amount of information, includes the facts, issues, rule of law, holding and reasoning, and any concurrences and dissents.
  • Access in your classes, works on your mobile and tablet. Massive library of related video lessons and high quality multiple-choice questions.
  • Easy to use, uniform format for every case brief. Written in plain English, not in legalese. Our briefs summarize and simplify; they don’t just repeat the court’s language.

Questions & Answers

Have a question about this case?

Sign up for a free 7-day trial and ask it

Sign up for a FREE 7-day trial