NY Appeals Court Affirms Nareit’s Position Supporting the Terms of a Partnership Agreement

On March 27, 2018, in a significant victory for the commercial real estate industry, the New York Court of Appeals affirmed the principle that a written partnership agreement is not “at will” and may not be unilaterally dissolved by a minority partner. In Congel v. Mafitano the NY Court of Appeals, the state’s highest court, ruled against the minority partner who argued that the partnership was disolvable “at-will” upholding the terms of the partnership agreement providing that “the partnership would continue until terminated by a majority vote of the partners.” Last June, Nareit, together with several industry colleagues, filed an amicus brief with the NY Court of Appeals arguing that any contrary ruling, permitting minority interest partners to unilaterally dissolve partnerships in contravention of the terms of the written partnership agreement, would have a profound negative impact on the U.S. commercial real estate sector.

(Contact: Victoria Rostow at VRostow@nareit.com)

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