NJ Business Owner Rights Blog
Can My Lawyer Represent Me and My LLC?
Can my lawyer represent me and my LLC? Simply put, no a lawyer cannot represent both the LLC and individual members in a shareholder dispute where there is a history of the lawyer representing the LLC and looking out for the interests of the members in the past, and...
New Jersey Limited Liability Company Law & Forced Member Buyouts
In my prior blogs, I have addressed the importance of having an operating agreement for any business owner. Most importantly, for those operating as a limited liability company. I have also covered legislative changes in New Jersey with the adoption of the Revised...
Does an LLC’s Operating Agreement Control Valuation?
Will the terms of my operating agreement control valuation of my member interest in any future dispute even where the members have failed to follow it in the past? In short, probably. Think of the operating agreement for your limited liability company as the key to...
Should You Force a Shareholder Dispute Into Arbitration?
I’ve been in the unenviable situation of taking over a shareholder dispute where the client has been bogged down in litigation and has become frustrated with her counsel. It can be the case at times that majority members of an LLC or corporation freeze out a minority...
How the New Jersey LLC Law Impacts Your Business
Members of any New Jersey company that operates as a LLC need to fully understand the 2012 Revised LLC Act. This New Jersey LLC law applies to all LLCs, whenever formed. The Act improved and filled gaps in prior New Jersey law. Likewise, the Revised LLC Act updated...
New Jersey Business Divorce Without the Drama
With over twenty years of experience dealing with New Jersey business divorce, I wish clients would contact me when they first thought about a business break-up. Too often, partners, co-members or fellow shareholders forego legal advice and instead try to "make a...
The COVID-19 Crisis Impacts LLCs and Partnerships
We have suddenly found ourselves in troubled economic times in New Jersey due to the COVID-19 crisis. For the past two weeks, I have received many calls about partnerships and limited liability companies (“LLC”). People want to know if they can make capital calls,...
COVID-19 and the Proliferation of Rogue Shareholders and Partners
Its hard to believe that my 25th anniversary of practicing law (and handling partnership/shareholder disputes) would be like this. The COVID-19 pandemic has set off a wave of conflict between partners/shareholders/members of businesses in New Jersey. As such,...
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...
