We represent parties in disputes involving businesses both large and small. Effective representation in this area requires a thorough understanding of the many systems, practices and procedures that constitute a business, and the factors that influence the value of a business.
Complex issues can arise with regard to many aspects of a business, shareholder and partnership disputes, including accounting systems, tax issues, manufacturing and distribution processes, domestic or overseas business contracts and subcontracts, partnership agreements, employment agreements, purchase and sale agreements, and, often, the valuation of a business during contemplation of a sale, merger, acquisition or partner buyout. Many of these disputes involve many millions of dollars.
We have extensive experience in business and commercial cases, including representing the following clients:
- A corporation in a suit brought by a minority shareholder alleging fraud, breach of contract, and related claims.
- A former president of a corporation who sued in order to recover for breach of his employment contract.
- The prospective buyer of a business over disputes regarding agreements to purchase the business.
- The founder of a high-tech firm who sold his company to a publicly traded English company. The employment agreement provided that they would keep him on as president of the American subsidiary, but the British firm subsequently fired our client, thus avoiding payment of a substantial portion of the purchase price, which was to be paid through the employment agreement. We litigated the matter, with the successful result of the British company paying our client.
- A large company in a dispute with its insurer and insurance broker because of the insurer’s refusal to pay the company’s substantial claim. See Insurance Litigation.
- Shareholders who have wanted to dissolve corporations in order to receive their proper share of the corporation’s worth.
- We have represented lawyers and law firms in disputes concerning legal fees, profits and relationships and a variety of other matters.
Examples of some of the cases we have handled include:
- Burke v. Steinmann, U.S. Dist. Lexis 8930 (S.D.N.Y.). We were able to obtain summary judgment for our client, who had entered into agreements to purchase a restaurant and assume managerial and operational control of the restaurant while awaiting approval of the purchase. The owners of the restaurant, however, refused to go ahead with the purchase and terminated our client. The court awarded compensation as a manager under the management agreement and rejected claims by the owners that it was entitled to damages for our client’s handling of the restaurant.
- Freeman v. Complex Computing, Inc., 119 F.3d 1044 (2d Cir.), and 979 F. Supp. 257 (S.D.N.Y.). In this action, we were able to “pierce the corporate veil” and require the principal of the defendant corporation to arbitrate a dispute with a former employee, not simply the corporation itself.
- Micro Korea Co., Ltd. v. Big Joy Brothers Co., Ltd., U.S. Dist. Lexis 8414 (S.D.N.Y.). We were able to win summary judgment in a contract dispute in which the defendant claimed that there were oral agreements but the court held that any such oral agreement was unenforceable under New York law.
- Marvel Entertainment Group, Inc. v. Young Astronaut Council, 747 F. Supp. 945 (S.D.N.Y.). We tried an action before Judge Robert L. Carter in which Marvel Entertainment Group, Inc., our client, won a judgment against the Young Astronaut Council for breach of contract which included attorneys’ fees as well as the sums due under the contract.
If you are involved in a business dispute and would like to discuss your situation, please contact our New York or New Jersey business and commercial contracts and corporate litigation attorneys for a free, no obligation case evaluation.