The one who has the gold often makes all the rules, but the majority owner of a private company who has minority partners in the business does not have complete freedom, because majority owners owe duties that apply to their...more
11/21/2023
/ Business Divorce ,
Business Litigation ,
Business Ownership ,
Confidential Information ,
Corporate Governance ,
Disclosure Requirements ,
Documentation ,
Fiduciary Duty ,
Financial Statements ,
Majority Shareholders ,
Minority Shareholders ,
Private Company Shares ,
State and Local Government ,
Texas
Marital divorces are often difficult under the best of circumstances, but tensions may be even higher when the marital estate includes substantial interests the married couple own jointly in private companies, which they are...more
We accept that beauty is in eye of the beholder but determining what a private company is worth should be much more objective. Yet, for a business owner who is considering a sale of the company, it may come as a surprise that...more
It may be a reflection of summer’s lazy days or a simmering frustration that has built up over time, but it is not uncommon for a majority owner or a minority investor in a private company to decide the time has come to...more
Successful private company owners often share the traits of having vision, passion and a strong sense of purpose. That does not mean that they govern their companies without having any disagreements with their minority...more
Most of our posts focus on issues related to Texas private companies such as LLCs or corporations, but the real estate joint venture (JV) is another distinct but common way for two or more private parties to form a legal...more
The reasons for selling your private company are highly individualized. You may have taken your company quite far and are now ready for your next challenge; it may now be time to retire and convert the substantial value you...more
Private growth companies have ups and downs – only rocket ships tend to go straight up. Therefore, it can be difficult for an investor holding a minority stake in a private company to know whether a challenging time for the...more
2/1/2023
/ Business Divorce ,
Business Litigation ,
Emerging Growth Companies ,
Investment ,
Investors ,
Majority Shareholders ,
Minority Shareholders ,
Partnerships ,
Private Company Shares ,
Private Equity ,
Private Equity Firms
The public markets were down last year, and private company values also took a hit. So, is now a good time for a new investment in a private company?
The best answer is it depends. There is never a bad time to invest in a...more
1/11/2023
/ Books & Records ,
Capital Investments ,
Client Funds ,
Disclosure Requirements ,
Employee Retention ,
Employees ,
Financial Reporting ,
Investment ,
Investors ,
Private Equity Firms ,
Private Equity Funds ,
Red Flags Rule
Following a challenging year for business owners, the time to decompress and celebrate with family and friends this holiday season provided a necessary respite. When business resumes, however, there are important action items...more
It is common for private company owners to wonder what price they would receive if their company was offered for sale. When a business owner wants to formally determine the company’s actual value in the marketplace, however,...more
10/4/2022
/ Business Assets ,
Buyers ,
Capital Investments ,
Fair Market Value ,
Fees ,
Infrastructure ,
Non-Compete Agreements ,
Patents ,
Privately Held Corporations ,
Proprietary Information ,
Purchase Price ,
Restrictive Covenants ,
Technology ,
Trademarks ,
Valuation
Divorcing spouses often have a number of business issues to resolve, but one key aspect that is often overlooked takes place when divorce settlements involve the division of an ownership interest in a private company. ...more
5/16/2022
/ Business Ownership ,
Community Property ,
Divorce ,
Indemnity ,
Intellectual Property Protection ,
Marital Assets ,
Non-Compete Agreements ,
Ownership Interest ,
Settlement Agreements ,
Spouses ,
Transfer of Interest ,
Transfer of Rights
The “Great Resignation” as it has been called reflects the large number of employees leaving the traditional workforce, and many of those departing employees are leaving hourly or salaried positions to start their own new...more
3/29/2022
/ Acquisitions ,
Buy-Sell Agreements ,
Bylaws ,
C-Corporation ,
Corporate Counsel ,
Corporate Governance ,
Initial Public Offering (IPO) ,
Investment ,
Investors ,
Limited Liability Company (LLC) ,
Minority Equity Investments ,
Offering Documents ,
Risk Management ,
Startups
The seven-year anniversary of the Texas Supreme Court’s decision in Ritchie v. Rupee has come and gone, and the court’s holding from 2014 remains the law: Minority shareholders in Texas private companies do not have a cause...more
3/8/2022
/ Breach of Contract ,
Business Divorce ,
Business Litigation ,
Business Ownership ,
Closely Held Businesses ,
Corporate Governance ,
Derivative Suit ,
Documentation ,
Fiduciary Duty ,
Fraud ,
Majority Shareholders ,
Minority Shareholders ,
Private Company Shares ,
State and Local Government ,
Texas
Disagreements are common between business partners in private companies, but most do not lead to a partner exit. When partner conflicts become severe enough to warrant a business divorce, however, majority owners and minority...more
3/8/2022
/ Business Disputes ,
Business Divorce ,
Business Ownership ,
Business Partners ,
Buy-Sell Agreements ,
Corporate Counsel ,
Dispute Resolution ,
Majority Shareholders ,
Minority Shareholders ,
Prenuptial Agreements ,
Private Company Shares
Private company majority owners and minority investors often focus on the company’s financial health and growth prospects, and may not take the time to review the operating documents of the business – bylaws for corporations...more