Dissolution, Buyout, Partnership Disputes
Our Practice
We handle disputes arising out of the sale or dissolution of a business, such as those regarding valuation, distribution and divestiture, including takeover battles, challenges to mergers and acquisitions and financing transactions, appraisal litigation, proxy contests and other matters related to change of control, such as potential shareholder derivative and breach of fiduciary duty claims and D&O (Directors and Officers) liability. We have also handled disputes involving ownership of closely held businesses, including books and records inspection actions, actions for financial accounting, minority ownership oppression and squeeze-out, and actions involving the appointment of a receiver or involuntary bankruptcy proceedings. Because Snell & Wilmer attorneys practice in almost every area of business law, we can quickly assemble a team to include firm attorneys practicing in tax, corporate and securities, mergers and acquisitions and other related areas to holistically address all of the issues at hand.
Experience
- We represented a real estate development company in a two-week jury trial in a minority oppression action initiated by a minority owner of the company who ultimately parted ways with the company.
- We represented a co-owner of a 20-year old business to obtain his buyout from the company that suffered a deadlock in management and lacked essential buyout remedies within its corporate governance documents.
- We represented members of a startup oil and gas company in a case initiated by an expelled member of the startup who asserted civil conspiracy, fraud, breach of fiduciary duty, unjust enrichment, promissory estoppel, breach of contract and interference claims.
- We represented a minority owner of a radio station holding company asserting individual and derivative claims in an action against other members of the company and related affiliates to seek an audit and a buyout.
- We represented a trucking and logistics service provider in a shareholder dispute, including an obtaining an award of summary judgment in U.S. District Court relating to meaning and intent of disputed management and buyout agreements.
- We represented shareholders of related real estate investment and property management companies in the buyout of minority shareholders, the division of liabilities and the transfer of real estate assets arising from a dispute involving management and control, accounting issues, and the intent and meaning of corporate governance agreements.
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