William D. Wallach

William Wallach is described by market sources as very bright, hard-nosed yet reasonable, adding: He acquits himself very well in cases. Chambers USA

Mr. Wallach focuses his commercial law practice on the following areas: the representation of companies and their management in connection with their fiduciary duties and statutory obligations; member and shareholder disputes in the context of closely-held entities; and situations under Articles 2, 3, 4 and 9 of the Uniform Commercial Code. In addition, he is expanding his services as an arbitrator and mediator.

He has extensive experience litigating business law issues in the courts of Delaware, New Jersey, and New York.

Bill regularly appears in both the state and federal courts in Delaware, New Jersey, and New York, and participates in arbitrations across the country. He has been appointed as a Monitor, Receiver, and Special Fiscal Agent on several occasions by Chancery Judges in New Jersey.

Represented Beumer Corporation and its officers in the Delaware Court of Chancery in response to lawsuit challenging actions of the majority owner of a joint venture, as well as calculation of earn-out payments. After a four day trial, the Vice-Chancellor rejected the $7 million plus claims for breach of fiduciary duty and breach of the Joint Venture Agreement. The Plaintiffs chose not to appeal.

Represented PFT Technology LLC and its majority members in the Supreme Court of New York (Nassau County, Commercial Division) in an action commenced to obtain the involuntary disassociation of the minority member when the parties efforts to consensually agree upon terms of buy-out were unsuccessful. Following several days of trial, the Court rejected the breach of fiduciary duty claims, limited the advancement claim for fees, and then entered judgment affirming the involuntary disassociation at substantially the value arrived at by the clients valuation expert.

Represented Consolidated Rail Corporation in the Superior Court of New Jersey (Hudson County, Law Division) in defense of claims of fraud and misrepresentation arising from the sale of former railroad property in Jersey City, New Jersey. Bringing more than ten years of litigation arising from the sale to a conclusion, the Court rejected all of the claims and ruled in favor of Conrail. The ruling was then affirmed on appeal.

Represented Consolidated Rail Corporation in the United States District Court for the Eastern District of Pennsylvania in an action allegedly based upon an assignment of rights to challenge Conrails sale of property to a third-party. We successfully invoked the doctrine of champerty to obtain dismissal of the claim and this was affirmed by the United States Court of Appeals for the Third Circuit.

In addition, he has spoken on various topics such as: Article 2 Sales Issues for Lawyers and Non-Lawyers; Disputes Involving Closely-Held Businesses with New Jersey Supreme Court Justice Daniel O’Hern; Expert Testimony Issues for CPA’s and Seminars for Management on How to Avoid Litigation and How to Manage Litigation; and Litigation Strategies in Federal Court.