Attorneys often use the phrase “business divorce” to describe when business partners can no longer get along and want to be legally separated from each other, or at least one of them does.
But what happens when, like divorcing parents arguing over child custody, no one can agree who should wind up with the company? » Read More
A newly-decided case in New Jersey dictates that the court follow an operating agreement (LLC) or shareholder agreement (corporation) that has a specific provision on valuing shares when an owner is retiring or otherwise voluntarily leaving. » Read More
As I have said many times in this blog, when minority shareholder oppression occurs, the most likely remedy is a buyout. In other words, courts in New Jersey have the power to compel the majority shareholder to pay “fair value” to an oppressed minority shareholder so the victim of wrongdoing is not forced to remain captive as a shareholder in a company that is treating him improperly. » Read More
More and more shareholder dispute litigations are settling earlier than ever before, which is obviously a good thing for anyone who does not want to pay a fortune in legal fees (i.e., everyone). The reason is simple – in all but a handful of business divorce cases, it is obvious to everyone involved that the oppressed minority shareholder will wind up on the receiving end of a buyout. » Read More
Some clients come in for a consultation with no desire to file an oppressed minority shareholder action. Instead, the goal is to have an attorney draft the papers necessary to accept an offer made by the other side to purchase his or her shares, avoiding just such a court battle. » Read More
Many new clients come to me after they have already negotiated their separation from the company – usually shareholders who have agreed to be bought out – and now want me to just “write it up.” Kudos to these clients for at least not attempting to draft the entire agreement themselves. » Read More