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Family and other closely-held business disputes can threaten the health and vitality of business. A company’s day-to-day operations and its future financial success are often dependent upon resolution of these multi-faceted disagreements between owners and other principals. These issues can be complicated when owners are family members or longtime business partners who work closely together.

Developing the appropriate strategy to resolve these disputes in a manner that meets the client’s objectives requires a thorough understanding of these dynamics, as well as an analysis of the critical documents affecting the parties’ rights.

We have extensive experience representing majority/controlling, minority and equal percentage business owners in a variety of closely-held business disputes. The strategy, leverage and options available to business owners can differ significantly based on their percentage of ownership, their rights as set forth in any applicable agreements or other documents, their importance to the business, and a number of other factors.

We represent companies, owners, management and others in partnership, shareholder and other closely-held entity disputes, including direct and derivative claims ranging from minority freeze out, breach of fiduciary duty, corporate waste and excessive compensation claims to wrongful termination and deadlock situations. 


Heidi A. Nadel

Our representative experience

  • Acted as co-lead counsel to fifty-fifty shareholders and directors of successful, 100-year-old family business when the board and shareholder deadlocked over management issues successfully litigating and resolving claims of mismanagement, breach of fiduciary duty, and usurpation of corporation opportunities against management owners and directors and fraud against the company's accountants

  • Successfully represented group of LLC members against member/manager in corporate opportunity and breach of fiduciary duty dispute.

  • Defended founder and majority owner of closely-held corporation against claims Participated in negotiation of buy-out of shares as part of litigation settlements, and in connection with existing buy-sell provisions in governance documents.

  • Successful obtained, as co-lead trial counsel, a top five jury verdict in 2005 in Massachusetts after a two-week trial on behalf of minority shareholders in a freeze-out case.

  • Advised clients on and participated in preparing governance documents (Articles of Organization, Bylaws, Shareholder Agreements, LLC Operating Agreements, Partnership Agreements, and Buy-Sell Agreements) to reduce disputes and litigation risk.

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