Shareholders and Partners in a Dispute With Co-Owners

Co-owner disputes are personal, and they are also corporate. The people have history; the company has an agreement, a capital structure and employees who depend on it. The work is to separate the two: to pursue or defend the claims the law supports while keeping the business able to operate, because a company that fails during the fight leaves nothing to divide.

The decisions that come first

Three things are settled early. What the governing documents say: the company agreement, partnership agreement, bylaws or shareholder agreement, and the default rules of the Texas Business Organizations Code where the documents are silent. What the records show, which usually means a records demand under the statute and the agreement, enforced if it is refused. And what the owner actually wants: to stay and fix the governance, to be bought out at a fair number, or to see the other side held accountable for what was taken. Each leads to a different strategy, and the choice is the client's.

What co-owners usually need

Speed on the things that cannot wait: stopping a distribution or a sale, securing the books. Then a clear view of the claims available to a minority owner, a majority owner or a manager, including derivative claims brought on behalf of the company and direct claims for the owner's own loss. And a lawyer who has seen what these disputes do to a business and plans the case so that the company survives it.

Both sides of the table

Tina Wysk represents the owner bringing the claim and the owner defending it, in LLCs, partnerships and closely held corporations, in Texas state and federal courts and in arbitration. Her fiduciary duty and fraud work on both sides is what lets her tell a client early which allegations will hold and which will not. Shareholder, Hallett & Perrin, P.C., downtown Dallas.