NJ Business Owner Rights Blog
Theft and Other Misdeeds as the Catalyst for Shareholder Oppression
My wife is a therapist. As such, she often refers to her “wise-woman instincts” and how clients often ignore the red flags in their lives. Rather, they see these red flags as fuchsia. In my decades of handling partnership disputes and shareholder oppression cases, I...
Forced Expulsion of a New Jersey Limited Liability Company Member
What happens when the relationship between members of an LLC becomes acrimonious perhaps even the subject of litigation? Can a forced expulsion of a LLC member happen because of his or her actions? There are not easy answers to these questions. The expulsion...
The Role of the Unclean Hands Doctrine in Disputes
In New Jersey, legal disputes between co-members of a limited liability company or co-shareholders of a closely-held corporation are often resolved in the Chancery Division. In the Chancery Division, assignments of cases go to a Superior Court Judge. Sometimes...
Members, Shareholders and Outside Opportunities
When a LLC or closely-held corporation is thriving and everyone is doing well, there may not be friction or infighting. In good times, one rarely cares what the other shareholders or members are doing in their spare time. But, in our experience, things change when...
Beware of the “Accidental” Partner, Shareholder or Member
I have seen my fair share of disputes over partnerships, closely held corporations or limited liability companies. Some disputes arise from a fundamental misunderstanding over a particular person even being a partner, shareholder or LLC member. The typical scenario...
Be Careful When Communicating With Shareholders
I've written about the importance of closely observing, and following, buyout provisions in your LLC’s, company’s or partnership’s governing agreement. Many times partnership or shareholder disputes go to litigation where there is some ambiguity in communications...
Shotgun Buy/Sell Option Agreements
When I served in the armed forces, a shotgun was not exactly “standard issue”. It is far too much of a blunt instrument. The same might be true when dealing with a “shotgun buy/sell” provision in your shareholder, partnership or LLC operating agreement. A shotgun...
Critical Role of the Buy-Sell Agreement in Shareholder Disputes
I have handled partnership and shareholder cases for several decades. In this time, the vast majority of disputes center on the transition of ownership upon death, disability or termination of employment. In approximately half the cases, there are buy-sell agreements...
A Recipe for Disaster – Giving Your Attorney an Ownership Interest
Over the years, I’ve written extensively on the problems that can arise when an entity is formed with the attorney for the group also participating in the venture as a partner, co-shareholder or co-member with ownership interest. A new decision from the Disciplinary...
Will You Actually Be Paid On Your LLC or Partnership Buyout?
In New Jersey, negotiating a buyout of your member interest in a LLC, partnership, or closely-held corporation is an art. As such, you should insist on certain requirements if you will be receiving your money in installments. On paper, you could be receiving a...
“Notice and Cure”: Two Critical Words in Partnership and LLC Disputes
It is often the case that shareholder agreements, partnership agreements, or limited liability company operating agreements contain express provisions which require an aggrieved party to give the other side written notice of disputes and an opportunity for the other...
Achieve a Quick and Painless Resolution to Your Shareholder or Partnership Dispute
I hear many horror stories about a shareholder or partnership dispute that went on for years before reaching a resolution. I always tell people that most disputes can (and should) be brought to a quick and efficient resolution. Peckar & Abramson, P.C. brings a...
