Your Business Deserves To Thrive
R. Shawn McBride recently published an article to the McBride For Business Blog on a topic that might be of interest: Why You Need a Planning Partner: 6 Key Traits to Look For. He discusses why business owners should have a third-party involved in the planning of the business. You can see the full article here. This posting is intended to be…
Donna Pankotai recently published an article to the McBride For Business Blog on a topic that might be of interest: 7 Things to Consider in Multinational Risk Management & Insurance. He examines issue of global regulatory compliance that are not considered to be a significant issue. You can see the full article here. This posting is intended to be a tool to familiarize readers with…
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…
You’re a business leader. That means you’re supposed to be Superman, right? You’re supposed to be able to do everything, and not have to rely on anyone else. Guess what? You don’t have to be Superman. In my personal journey, one of the things I’ve struggled with is the fact that I do need help. I can’t do everything alone.…
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…
We talked before about the fact that you want a well written LLC agreement, even if you have a single owner company. You want to make sure your LLC agreement has certain key things in it. You want to make sure that it’s protecting you. What have we seen? We’ve seen cases where people have fought over the ownership of…
In Mizrahi v. Cohen,[1] a dentist and an optometrist formed a limited liability company for the purpose of the construction and operation of a mixed-use building in which they intended to set up their respective offices. The two did not have an LLC agreement at the time they formed the LLC; it was executed a few months later when they…
As the case progressed, Meissner and Yun, the two former business partners, entered the discovery phase.[1] Meissner sought the disclosure of some email threads between Yun and attorney Christopher Kelly. Yun claimed that they were protected by attorney-client privilege and refused to produce them. As the court noted, for a party to assert this privilege, an attorney-client relationship must exist.…