Partner and Shareholder Disputes
Aeton Law Partners
WHEN IT’S BUSINESS, AND PERSONAL
Our lawyers have years of experience handling all types of disputes in state and federal court involving the ownership of Partnerships, Corporations, and Limited Liability Companies. These disputes range from expulsion of a partner and breach of the duty of loyalty to minority shareholder oppression actions and judicial dissolution claims.
We bring and defend cases of wrongdoing by owners and partners, such as the siphoning of assets, self-dealing, derivative lawsuits, and unfair competition. When we get involved in these cases, we frequently rely upon and work in conjunction with additional experts in other fields, such as valuation, forensic accounting, and computer forensics. Over time, we have developed strong working relationships and case experience with a variety of professional disciplines and expert witnesses.
CONNECTICUT BUSINESS DISPUTE LAWYERS
At Aeton, we represent company owners, partners, and shareholders throughout Connecticut and in other states on a select basis in mediating, arbitrating, and litigating business disputes.
Our lawyers handle company disputes that involve:
- Improper payment of high salaries and business expenses
- Disagreements over ownership rights
- Breach of loyalty or breach of fiduciary duty
- Expulsion of partners or forced sale of shares
- Ownership dilution and wrongful disassociation
- Siphoning of profits, fraud, and self-dealing
- Oppression claims and the dissolution of partnership, LLC’s, and corporations.
- Theft of trade secrets, client lists, and confidential information.
Common business disputes involve whether a partner or shareholder can engage in a particular activity, and, if so, what duty they owe to another partner. Many times, this requires a thorough analysis and interpretation of the agreements that govern the operation and ownership of the business. These agreements include partnership agreements, shareholder agreements, bylaws, and operating agreements.
Many times, we see lawsuits because of poorly drafted legal documents or agreements concerning the governance of a business. For example, the agreements might prohibit the sale of your ownership interest or provide no protections for the minority interest holder. In certain circumstances, we can raise arguments outside of written agreements to provide a legal remedy, including statutory protections under Connecticut law and common law duties involving obligations of good faith.
PARTNERSHIP DISPUTES AND THE DUTY OF LOYALTY
In many circumstances, partners and co-owners of a business owe a duty of loyalty and the utmost good faith. This generally means that co-owners have to deal with each other with honesty and good faith. This duty can rise to the level of a fiduciary duty depending on the circumstances. We frequently bring or defend lawsuits involving claims of breach of the duty of loyalty or breach of fiduciary duty. A breach might include the dissipation or siphoning of assets, stealing, fraud, theft of confidential information, or competition.
WHAT RIGHTS DO YOU HAVE AS A MEMBER OF AN LLLC
The partnership, shareholder, or operating agreement is the first place you should look to determine your ownership rights. However, we have many cases where the owners never drafted formal documents and instead relied on verbal agreements. In those cases, we often have to turn to Connecticut’s statutes and case law to determine the scope of your rights. This means that the legislature may have drafted a statute or rule that defines the relevant ownership rights. In other cases, we might find a similar legal case where a judge has already ruled, setting forth a common law rule that provides ownership rights in certain situations.
PROTECTING YOUR INTERESTS AS A MINORITY SHAREHOLDER
We bring cases representing the interests of shareholders owning less than a majority or controlling interest. This type of ownership interest is referred to as a minority interest. This means you cannot control the company and you get overruled by others. Many times this leads to unfair results that deprive the shareholder of the reasonable expectations of ownership. This might result from the majority owner slowly or actively stripping away ownership rights and financial benefits. These claims are known as minority shareholder oppression claims. They frequently arise from use of freeze-out or squeeze-out tactics by the majority ownership. The goal is to push the minority owner out of the business by taking away meaningful participation financially or otherwise. The Connecticut legislature drafted statutory rights for shareholders facing oppression. Under the right circumstances, an aggrieved shareholder can bring an oppression claim seeking either a buyout or dissolution of the company based on unlawful actions by the majority or controlling shareholders.
DEFENDING AGAINST SHAREHOLDER OPPRESSION CLAIMS
We have defended against unfair and aggressive tactics by minority interest holders seeking dissolution of a business for alleged oppression. These cases might involve questionable claims of breach of duty or derivative claims against officers or directors for breach of fiduciary duty. Typically, the goal of these claims is to force a sale or buyout. We have successfully defended against these claims with a variety of different business tactics, experts, and litigation strategies.
Aeton Law Partners
To speak with a Connecticut business attorney about your shareholder or partnership dispute, contact us or call 860.785.2099.