Mitchell J. Geller is an attorney in the Litigation Practice Group of Holland & Knight's New York office. His practice focuses on commercial, corporate, real estate and estate litigation, including contract disputes, indemnity claims, misrepresentation and fraud claims, antitrust and securities litigation, professional malpractice claims, and trade secret and restrictive covenant disputes. Mr. Geller has particular experience in breach of loan commitment and lender liability cases, issues of "fair value" under Section 1118 of the New York Business Corporation Law, contractual indemnity claims arising from the acquisition or sale of companies, partnership and shareholder disputes, antitrust matters and issues arising from law firm dissolutions. Prior to joining Holland & Knight, Mr. Geller was a litigation partner at Gilbert, Segall and Young LLP and Shea & Gould.
Mr. Geller represents clients primarily in the federal and state courts in New York. Of particular significance, Mr. Geller represented Teachers Insurance and Annuity Association of America (TIAA) in its state and federal actions against Olympia & York arising out of Olympia & York's anticipatory breach of loan commitment agreements. He obtained an $80 million judgment in favor of TIAA against Olympia & York.
Mr. Geller was trial counsel and appellate counsel for a shareholder who exercised her right under Business Corporation Law § 1118 to purchase at "fair value" the stock of the shareholder who sought dissolution of two closely held real estate holding corporations. In Giaimo v. Vitale, 101 A.D.3d 523, 956 N.Y.S.2d 41 (1st Dep't 2012), the Appellate Division held that "fair value" of the stock required a 16 percent discount for lack of marketability against all of the assets of the closely held corporations and a deduction of 50 percent of the built-in capital gains taxes (approximately $40 million) embedded in the real estate owned by the closely held "C" corporations.
Mr. Geller also has a wealth of experience in the enforcement of foreign judgments. Most recently, in Batbrothers LLC v. Paushok, 172 A.D.3d 529 (1st Dep't 2019), where Mr. Geller was trial counsel and appellate counsel for Batbrothers LLC, the Appellate Division unanimously affirmed the Supreme Court's Order granting summary judgment recognizing and enforcing a $25 million Russian Judgment entered in 2011 against Paushok. The Appellate Division reaffirmed the principle that a judgment debtor cannot challenge the merits of the underlying foreign judgment because a proceeding under Civil Practice Law & Rules (CPLR) Article 53 "is limited to the 'ministerial function of recognizing the foreign country money judgment and converting it into a New York judgment.' "
Other representative cases include the following:
Mr. Geller was Articles Editor of the Environmental Affairs Law Review at Boston College Law School.
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