The Virginia Supreme Court affirmed a Court of Appeals decision that ordered the dissolution of Ticonderoga Farms, LLC, ending a bitter family dispute over the multi-generational farming operation in Northern Virginia. The court issued its opinion Nov. 6, 2025, in *Ticonderoga Farms, LLC v. Knop*, rejecting appeals from both the LLC and its majority member, Peter J. Knop.
The case centers on Ticonderoga Farms, a family-owned farming and agritourism business that owns more than 900 acres of real property in Northern Virginia. Portions of the property have been in the Knop family for four generations, making the dissolution particularly significant for the family's agricultural legacy.
The legal battle pitted Peter J. Knop, the majority member of the LLC, against his siblings Alexandra B. Knop and William J.W. Knop, who served as minority members both individually and as trustees of the Evergreen Trust. The trust holds the minority interest of another sibling, Peter R.Q. Knop.
The dispute involved two competing legal actions. Peter sought judicial expulsion of the minority members from the LLC, while Alexandra and William countered by petitioning for judicial dissolution of Ticonderoga Farms entirely. The circuit court denied Peter's application for expulsion while granting the minority members' request for dissolution.
Justice Wesley G. Russell Jr. wrote the opinion for the Virginia Supreme Court, which included all justices. The court's decision affirmed the Court of Appeals ruling that had previously upheld both circuit court decisions.
The business structure of Ticonderoga Farms evolved over decades. Peter originally formed Ticonderoga Farms, Inc., a Virginia corporation, in 1982 to manage the farm's operations. Over the years, he gifted shares in the corporation to his children, who are now adults. The current dispute involves the LLC structure that apparently replaced or supplemented the original corporate entity.
The court noted that despite the family ownership structure, or perhaps because of it, the farm's operations became the subject of significant legal conflict. The sealed portions of the court record suggest there were underlying family tensions and business disagreements that led to the litigation.
Judicial dissolution represents a drastic remedy in business law, typically reserved for situations where continuing the business entity is no longer feasible due to irreconcilable differences among members. For LLCs, dissolution can occur when members cannot agree on fundamental business decisions or when the business purpose can no longer be fulfilled.
The case highlights the particular challenges faced by family-owned businesses, especially those spanning multiple generations. Agricultural enterprises like Ticonderoga Farms often involve substantial real estate holdings and complex succession planning issues that can create conflicts among family members with different visions for the property's future.
The court's decision to unseal only specific facts relevant to its ruling while keeping the remainder of the record sealed suggests there were sensitive family financial or personal matters involved in the dispute. This approach balances the public's right to access court proceedings with privacy concerns in family business litigation.
For Peter J. Knop, the ruling represents a significant defeat. His attempt to expel the minority members would have allowed him to maintain control of the farming operation and the substantial real estate holdings. Instead, the dissolution order will likely require the liquidation or sale of assets, potentially ending the family's four-generation connection to the land.
The minority members' success in obtaining dissolution rather than facing expulsion suggests the court found their position more legally sound or that the business relationship had deteriorated beyond repair. Virginia law governing LLC dissolution requires showing that it is not reasonably practicable to carry on the business in conformity with the operating agreement.
The case may serve as precedent for future disputes involving family-owned LLCs in Virginia. The Supreme Court's affirmation of both the expulsion denial and dissolution grant sends a signal about how Virginia courts will balance majority and minority member rights in closely held business entities.
The dissolution of Ticonderoga Farms also raises questions about the future of the 900-acre property. Whether the land will remain in agricultural use, be sold to developers, or transition to other purposes will depend on the dissolution process and any agreements reached among the family members during liquidation.
For agricultural communities in Northern Virginia, where development pressure is intense, the case represents another example of family farming operations facing internal challenges that can threaten their long-term viability. The loss of multi-generational farms often reflects broader economic and social pressures on rural communities in rapidly developing regions.
The court did not indicate whether any party plans to seek further appeals, though options at this point would be limited. The Virginia Supreme Court's affirmation of the lower court decisions appears to conclude the legal proceedings, leaving implementation of the dissolution order as the next phase.