Business disputes are about problem-solving. Sometimes you can solve problems without litigation, but sometimes it takes litigation to drive parties to solve problems. Either way, we have 25 years of experience, as well as the legal abilities and interpersonal skills to bring the matter to closure in the boardroom or the courtroom, as the case may dictate. We have represented commercial tenants, commercial landlords, doctors, lawyers, large corporations, small businesses, contractors, and many other types of businesses and business people in mediation, arbitration, and the courts of Law and Equity.
What is commercial litigation?
Commercial litigation is a very broad area of the law, but it is generally litigation that relates to contracts, land, construction, and “corporate divorces”.
What kinds of “commercial litigation” cases do you handle?
Most of our cases are medium or large in scope and value. We do not handle small claims, special civil part (less than $15,000 in dispute), or residential landlord/tenant matters. Many of our cases relate to real estate (breach of agreements to purchase, commission disputes) and property issues (easements, boundary disputes). Others relate to covenants not to compete or disagreement regarding parties’ rights and obligations under business contracts (partnership, joint ventures, development agreements). Many involve “corporate divorces”.
What is a “corporate divorce”?
A corporate divorce is a term that describes the situation when people own a business together, but for one reason or another cannot or do not want to be in business with each other anymore.
Does is matter if my business is a Limited Liability Company or a Corporation if I want to leave my business associate?
Yes, it does matter, because there are different rules and different statutes that apply to the different entities.
The Corporation is guided first by its Shareholder’s Agreement, and then the New Jersey Business Corporation Act (N.J.S.A. 14A:1-1 et seq.)
A Limited Liability Company is first guided by its Operating Agreement, and then by the Revised Uniform Limited Liability Act N.J.S.A. 42:2C-1.
Can I protect myself even if I only have a minority interest in a company, or if we have an equal interest but can no longer work together at all?
In a Corporation of 25 or fewer members, there are specific provisions relating to the Dissolution and Oppression of Shareholders. N.J.S.A. 14A:12-7. Under certain circumstances, such a deadlock, fraud, or when those “in control” act in a manner that is abusive, oppressive, or unfair to another shareholder, the parties can ask the court to compel liquidation of the company, compel a buy out, appoint a provisional director, or many other remedies determined in the discretion of the Judge.
In a Limited Liability Company, there is a similar provision, N.J.S.A 42:2C-48, and includes circumstances when it is “impracticable” to continue the business.
Does your firm handle “corporate divorces”?
Yes, we do. We have handled separation of business persons involving corporations and limited liability companies in many different industries. We have represented owners of restaurants, country clubs, manufacturing facilities, pharmaceutical companies, warehouses, medical practices, law firms and many other types of businesses throughout New Jersey.