Your Business Deserves To Thrive
When do you need an NDA, a Non-Disclosure Agreements? They protect your intellectual property. In theory, we should always have an NDA anytime we’re talking to anybody about our business. But in the real world, that doesn’t work. One of my good friends is a frequent investor in businesses, he’s built many businesses and every once in a while he’ll…
R. Shawn McBride recently published an article to the McBride For Business Blog on a topic that might be of interest: Family Dynamics: What’s Good for the Goose is Good for the Gander. He examines how to deal with family dynamics. You can see the full article here. This posting is intended to be a tool to familiarize readers with some…
R. Shawn McBride recently published an article to the McBride For Business Blog on a topic that might be of interest: Key to Planning: The Laws of Empowerment to Strengthen your Business. He examines how it’s important in the planning process to understand that just because you build a plan, doesn’t mean that circumstances are going to happen exactly that…
R. Shawn McBride recently published an article to the McBride For Business Blog on a topic that might be of interest: Joint Ventures Reap Unexpected Benefits. He examines how to focus on your specialization and how you’re going to have to use a team of people to get to a higher level in your business. You can see the full…
I spent my career in large law firms, and I’ve seen big bills. One of the reasons I started my own firm was to be able to work with clients to minimize costs. It’s an issue near and dear to my heart. Let’s take some time and think about how to minimize costs when working with your attorney. #1 Have…
When Piazza filed a lawsuit seeking judicial dissolution of the company based on oppression, Gioia Jr. responded that the action triggered Piazza’s obligation to sell his shares under the shareholders’ agreement.[1] Indeed, the shareholders’ agreement provided that a judicial dissolution proceeding would be deemed a voluntary offer to sell and trigger buyout rights. The court said, however, that such provision…
In Piazza v. Gioia,[1] Piazza and Gioia Sr. founded Kings County Waterproofing Corp. (KCWC) in 1979 and held 40% and 60% of the shares, respectively. Gioia Sr.’s son also worked for the company eventually became a 1/3 owner, along with his father and Piazza. Their shareholders’ agreement contained stock transfer restrictions and buyout provisions, which, among other things, gave the…
We write frequently about minority shareholder rights. Really frequently. We previously talked about Ritchie v. Rupe, a Texas Supreme Court case that made it harder for minority shareholders to bring lawsuits based on oppressive conduct by majority shareholders (see here). We also discussed Bontempo v. Lare (available here), a Maryland case on remedies for shareholder oppression, which, in addition to…
We work with a lot of partners to develop a lot of businesses, and unfortunately, that means we’ve see a lot of business fights. And they’re never pretty. At some point, perhaps, you didn’t write the perfect partnership agreement. Perhaps, it didn’t have the flexibility that it needed to evolve over time. Perhaps, maybe you did build a really good…
Partnerships are complex. Anytime we are involved in the formation of a company with multiple owners, we typically refer to it as a “partnership.” Now, the legal term partnership is different than the concept of partnership for economic purposes. An economic partnership can take many forms. It might be a partnership agreement, it might be an LLC agreement, or it…