Attorney Edward Robson shares his strategies for dealing with a business dispute that involves excessive compensation, particularly in cases involving co-owners of a business. Learn more at...more
I spend a lot of my time representing business owners in disputes with their business partners. As part of that job, I have an opportunity to see the variety of ways in which one business owner tries to rip off another...more
I focus my practice on commercial litigation and in particular on representing business owners in disputes with their business partners. As part of my job I get to see a whole variety of ways that business people attempt to...more
Today we’re going to talk about one of the more common ways that a majority owner can rip off minority owners in a closely held business. And that is by causing the company to enter into a lease with an affiliate of the...more
Six Considerations
1) What you hope to get out of litigation (01:50)
2) Disruption litigation can cause to daily business operations (05:52)
3) Consider the effects litigation will have to your business outside the...more
Some attorneys believe that a shareholder seeking books and records from the corporate entity they own shares of is an effective use of time and resources. I’m not one of them....more
If you're an employee with a non-compete in your employment agreement, and you're considering leaving your job and working for a competitor, you may be thinking, “What's the worst that can happen?” It's a great question, and...more
Attorney Edward Robson shares five tips for writing conflict emails. He says you should keep your emails in context [02:00], write your email as if it will be seen by a judge or jury [04:15], refrain from admitting fault in...more
There are many ways that an owner of a closely-held business can use their superior financial resources to gain an advantage over their co-owners in a dispute. One common way is the use of a capital call provision to dilute...more
5/31/2023
/ Breach of Duty ,
Business Disputes ,
Business Divorce ,
Business Litigation ,
Capital Calls ,
Closely Held Businesses ,
Covenant of Good Faith and Fair Dealing ,
Dilution ,
Fiduciary Duty ,
Minority Shareholders ,
Shareholder Oppression
You represent a minority shareholder of a closely-held corporation and the company is having an off year. The majority shareholder is the sole member of the board and serves in every officer position. She draws significant...more
When two or more people become owners of a limited liability company and embody their relationship in an operating agreement, they usually see sunshine and rainbows in their future. They have an idea, they have a corporate...more
There is arguably no more prevalent legal claim in business divorces than a claim of breach of a fiduciary duty. Simply put (and I do mean simply), when one person owes a fiduciary duty to another, the person with the duty...more
“Piercing the corporate veil” is one of those legal terms that makes a legal action seem more romantic than it really is. When a party to a legal dispute attempts to pierce the corporate veil of a corporate adversary, they...more
For some owners of closely held companies, installing a board of directors may seem more painful than cutting off one of their pinkie fingers. They’d have to give up control of their business. They’d have to share...more
Business partnerships are built on the trust and loyalty of their participants. Without mutual coordination and honesty among all involved, tensions will inevitably arise that could derail a partnership’s success. The...more
Over the past few years, the term “receipts” has entered the pop culture lexicon to mean something broader than its traditional definition of a document that acknowledges either the receiving of a product or service, or money...more
Image a home buyer finally finds their dream house. There’s just one problem.
During their home inspection, they discover the foundation is cracked. But they buy the house anyway, fully aware of the issues with the...more
When legal disputes between owners of closely held companies turn the corner past “Let’s resolve this issue without litigation” and head toward “See you in court,” the owners and their lawyers typically begin jockeying for...more
Last month, we tackled Pennsylvania’s “universal” demand requirement. As a refresher, unlike many states, Pennsylvania will not excuse the shareholder of a company who wants the company to sue its executives or directors from...more
Attorneys that represent shareholders of publicly traded companies in securities litigation are intimately familiar with the pre-suit demand required by the corporate law of many states. ...more
The American Law Institute recently announced its plans to draft a Restatement of the Law of Corporate Governance. (https://www.ali.org/projects/show/corporate-governance/#_participants). This is ALI’s second attempt at such...more
In Pennsylvania, Manufactured Deadlocks are Unlikely to Trigger Judicial Dissolution -
In disputes among the owners of a closely held company, involuntary judicial dissolution is the nuclear option....more
When shareholders of a company believe the leaders of the company have breached their fiduciary duties to it, they can bring a lawsuit against those leaders in one of two ways. Shareholders can bring the suit in their own...more
There is perhaps no richer vein of literary gold than conflict between fathers and sons. Hamlet, Robinson Crusoe, multiple characters drawn by Charles Dickens, not to mention the mother of all family contretemps, Oedipus Rex,...more