While all businesses start out with the best intentions and with the founders’ interests aligned, sometimes the owners simply can no longer work together. Perhaps the owners have divergent interests on the direction of the business or one or more of them wishes simply to pursue a new venture. When owners decide it is time for a business breakup, our firm counsels them on the dissolution and winding down of their corporation, limited liability company (LLC) or partnership.
This can mean interpreting shareholder agreements, corporate by-laws, LLC operating agreements and partnership agreements to advise the owners on their respective rights. And in instances when the business can no longer operate effectively due to internal dissension and deadlock among corporate officers or board members, we initiate forced business dissolution proceedings.
We also counsel and advise minority shareholders on matters in which their interests are being compromised by fraudulent, illegal or oppressive actions by the directors of the company or where the assets of the corporation are being looted, wasted or diverted by those in control of the company.
The best way to avoid the difficult process of dissolving a business, however, is to have a well- planned and thoughtfully structured agreement when the business is founded. Rivkin Radler regularly drafts for business owners the proper corporate documents to protect their rights and to account for viable options to protect their interests, whether the business is a corporation, LLC or partnership.