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Partnership and shareholder disputes

When co-owners stop agreeing: deadlocks, buyouts, locked-out partners and money nobody can account for.

A fight between owners is a fight inside the business, and the business still has to make payroll. We look first at the operating agreement, shareholder agreement or partnership agreement, because a buy-sell clause or a valuation formula often decides more than a lawsuit would.

We represent minority owners, majority owners and companies, in negotiated exits, at mediation and, when it comes to that, in court.

Where owner disputes start

  • Deadlock

    Two equal owners who can't agree on a hire, a sale or next year's budget.

  • Buyouts and exits

    Valuing a departing owner's share, and getting it paid on terms the business can carry.

  • Locked out

    An owner cut off from the books, the bank accounts or the building.

  • Duties between owners

    Self-dealing, diverted opportunities and spending the others never approved.

Two owner disputes, briefly

  • Use the formula they signed.

    Marine supply company · Fort Myers

    Two 50/50 owners deadlocked over a second location. Their operating agreement had a buy-sell formula; our client bought the other owner out in four months, without a trial.

  • Books first, accusations second.

    Minority shareholder · Tampa

    A 20% owner of a roofing company was shut out of the books. A records demand and an accounting showed $140,000 in distributions she never approved; the company bought her shares at a negotiated price.

Sample matters that show the kind of dispute we take and how we work it. Every case turns on its own facts, and past results don't guarantee a similar outcome.

Owner dispute questions

We never signed an operating agreement. What rules apply?

The state's default rules for your kind of company fill the gap. They may not be what either owner expected, which is worth knowing before you negotiate.

Can the other owners remove me?

It depends on the agreement and the type of company. Removing someone as an officer or manager is often easier than taking away their ownership, which usually means a buyout.

Does the company need its own lawyer?

Often, yes. When owners are on opposite sides, the company may need separate counsel. We'll say at the start whom we represent and whom we don't.

Call before the next move

Before you change the locks, freeze an account or email the other owners, talk to us. In an owner dispute, the first move is often the one that matters most.