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A Tale of Two LLPS Sets a New Precedent
Dewey & LeBoeuf. Words that continue to send tremors throughout the legal profession. This readership knows all too well about the epic collapse of this once venerable firm (in reality, the collapse of two legendary firms that merged less than a decade ago). The papers are full of stories about certain of the defunct law firm's leadership being indicted for various alleged frauds and felonies, as those individuals and the prosecutor now jostle for position at the upcoming trial. Since that ground has been well covered, it serves no purpose to regurgitate it here.
But there is value to be had in telling the story of the bankruptcy court's most recent ruling in this sad tale, encaptioned Jacobs v. Altorelli (In re Dewey & LeBoeuf LLP , 518 B.R. 766 (Bankr. S.D.N.Y. 2014). The paramount issue therein was the impact of Dewey's status as a limited liability partnership upon the obligations of its partners. Certainly, that is where the more enduring story resides, because it establishes a bold, new, and much-needed precedent as to the interaction between state laws of business organization, and important provisions of the Bankruptcy Code.
It would be understatement to call this ruling significant. The LLP has become the structure of choice for any law or professional firm of more than a de minimis size. Therefore, when such an entity falls upon hard times, and seeks refuge under the bankruptcy laws, its organizational status takes on great import as to how its liabilities shall be assessed. Thus, and to be clear to the reader, the dramatic fall of Dewey & LeBoeuf is not the tale we seek to tell here. Rather, there is far more long lasting utility to be had from a straightforward analysis of the state LLP provisos and Bankruptcy Code statutes that collided in the instant case.
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