| Matter of Klein Law Group, P.C. |
| 2015 NY Slip Op 08940 [134 AD3d 450] |
| December 3, 2015 |
| Appellate Division, First Department |
| Published by New York State Law Reporting Bureau pursuant to Judiciary Law § 431. |
| In the Matter of the Judicial Dissolution under Section 1104 of the Business Corporation Law of The Klein Law Group, P.C. David Klein, Appellant; Susan Klein, Respondent. |
Biancone & Wilinsky, LLP, New York (Louis Biancone of counsel), for appellant.
Farrell Fritz, P.C., New York (Peter A. Mahler of counsel), for respondent.
Orders, Supreme Court, New York County (Lawrence K. Marks, J.), entered March 10, 2015, which, respectively, denied the petition for judicial dissolution of respondent law firm, and granted the motion to deny the petition and denied the remaining issues as moot, unanimously affirmed, without costs.
"The ultimate remedy of dissolution and forced sale of corporate assets should only be applied as a last resort" (Matter of 168 1/2 Delancey Corp., 174 AD2d 523, 526 [1st Dept 1991]). Accordingly, the motion court providently exercised its discretion when it denied the petition for dissolution of the subject corporation (Business Corporation Law § 1111 [a]). The areas of dissension, as alleged in the petition and affidavits, do not impede the ability of the firm to function effectively (see Molod v Berkowitz, 233 AD2d 149, 149 [1st Dept 1996], lv dismissed 89 NY2d 1029 [1997]). Nor did the motion court abuse its discretion when it dismissed the petition at the pleading stage, as "[a] hearing is only required where there is some contested issue determinative of the validity of the application" (Matter of Gordon & Weiss, 32 AD2d 279, 280 [1st Dept 1969]). Concur—Friedman, J.P., Renwick, Saxe and Kapnick, JJ.