WHAT SHOULD I DO IF THERE IS A STALEMATE IN MY BUSINESS WITH A CO-OWNER?

Disputes among co-owners of a business are a common problem, and can arise for a variety of reasons. These may include differences in opinion on key decisions or management style, changes in company goals or strategy, and personal issues or other commitments. Many disputes will be resolved through open discussion, compromise and change. However, sometimes these disputes have become so severe that they simply cannot be resolved, effectively causing a stalemate in business decisions and operations. Such a stalemate can cause irreparable harm to the company’s brand or the reputations of its owners. What should you do? Can you split the business? Is a buyout possible? Can you keep your ownership and start a new business? The business litigation attorneys of Brown & Charbonneau, LLP can help.

If you are business owner involved in a stalemate with a co-owner, Brown & Charbonneau, LLP can provide you with invaluable assistance in identifying and helping you understand your options, and ensuring you take the right steps to protect your rights and ongoing business interests.

CAN THE BUSINESS BE SPLIT?

One option in the event of a business stalemate may be for its owners to split the business. This involves the parties’ mutual agreement as to the division of the business’ assets and obligations. While this option is attractive when both sides are unwilling to sell their ownership to the other, it may also lead to further disagreements on issues such as the division of valuable customers or responsibility for certain joint debts or other obligations. Another area of potential conflict may be the future ownership or use of any intellectual property rights, such rights often being the most valuable asset of the business. Whatever terms are ultimately agreed to, they should be documented in a written “separation agreement” between the owners, to avoid any misunderstandings, and to protect your rights in the event enforcement becomes necessary.

The splitting of a business among its owners, and negotiation of a comprehensive separation agreement is often a contentious process that should not be attempted alone. The business litigation attorneys of Brown & Charbonneau can provide you with the experience and legal advocacy you need.

IS A BUYOUT POSSIBLE?

Where the splitting of a business cannot be agreed to or is undesired, a buyout may be an option. Whether you are buying out your co-owner, or selling your interest to your co-owner, there are various issues that must be thoroughly considered and negotiated. How and by whom will the ownership interest be valued? Can an agreement of non-competition be obtained? Will there be employment assurances or other protections granted for existing employees? In business operated through a corporation, limited liability company or partnership, any formation or operational agreements between the owners must be carefully analyzed as they will often contain specific provisions applicable to these and other issues in the event of an owner buyout. The purchase or sale of an owner’s interest goes far beyond negotiation of price. Brown & Charbonneau, LLP can assist you in ensuring that the proper steps are taken to protect all of your interests in the event of an owner buyout.

CAN YOU LEAVE AND START A COMPETING BUSINESS?

Generally, a co-owner of a business, operated through a corporation or limited liability company, are free to leave and start a competing business. This can also be the case when the business is operated through a partnership, where the withdrawal of one partner (of a two partner partnership) may result in the mandatory dissolution of the partnership. However, regardless of business form, any entity formation and other agreements among the owners must be carefully reviewed in order to determine what duties and obligations are owed upon withdrawal of an owner, and the enforceability of any restrictions on competition.   The right steps must also be taken in order to protect yourself from liability for acts and obligations of the business arising after your withdrawal. The business litigation attorneys of Brown & Charbonneau, LLP can guide you through this process, while making sure that you leave the company with all that you are lawfully entitled to.

GETTING LEGAL HELP

If you are involved in a business stalemate or other dispute with a co-owner, you need the best legal help possible. Whether you need assistance with the goal of negotiating a business split or owner buyout, or want to keep your ownership and start a competing business, Brown & Charbonneau, LLP can provide you with the guidance and advice necessary to protect your rights and business interests. To learn more about the legal service that we can provide or the help we can offer, give us a call today toll free at (866) 237-8129 or contact us online.