Closely held businesses are unique, both in how they operate and how disputes can arise. Foley Hoag’s attorneys understand the business and personal dynamics of these sophisticated organizations and have extensive experience advising clients before and after challenges come along.
The issues at play in these disputes are complex, intermingled and fast-moving, ranging from fiduciary duty claims, corporate freeze-outs, appraisal actions, derivative suits and/or governance litigation. Our firm partners with clients to help them avoid costly and unpredictable litigation through the preparation and negotiation of shareholder and buyout agreements. Along the way, we are committed to working with clients to manage costs, reduce risk and align strategy with business goals.
Areas of Focus
Our partnership and shareholder dispute lawyers have expertise in business matters, including:
We successfully represented a 50% stockholder on appeal following a jury verdict awarding $2.3 million for breach of stock buyout agreement committed by a close corporation and the other 50% stockholder—Red Rock Trading Co., Inc. v. Shutzer, 92 Mass. App. Ct. 1110 (2017).
We advised a closely held corporation in multiple actions brought by a 50% stockholder. The Supreme Judicial Court had affirmed the denial to compel arbitration in the first action, Vale v. Valchuis, 471 Mass. 495 (2015). The case was tried to a jury, and the corporation prevailed.
We successfully helped a medical practice in a lawsuit brought by a physician/employee, and obtained dismissal of all counts. These included profit-sharing disputes and breach of contract claims (29 Mass. L. Rptr. 534).
We worked with a majority stockholder and a closely held corporation in a freeze-out action brought by minority stockholders. Our firm obtained a favorable ruling from the Massachusetts Supreme Judicial Court disqualifying opposing counsel, Bryan Corp. v. Abrano, 474 Mass. 504 (2016).
We won a defense verdict after a jury trial on behalf of a restaurant, involving claims of hours shaving and minimum wage violations.
We obtained three separate injunctions in state court action against a biotech firm for violations of non-solicitation agreement.
We represented the former general counsel of one of the largest privately held family businesses in the United States in a contentious separation from the company.
We successfully advised a Massachusetts audit firm in defending against direct and derivative claims brought by a 50% stockholder in wide-ranging freeze-out action. Our attorneys negotiated a favorable settlement that was funded with insurance proceeds.
We worked with a founding stockholder of a cannabis corporation in a stock buyout.
We advised clients on corporate structuring matters and the drafting and interpretation of partnership and LLC operating agreements.
We worked with clients with respect to Subchapter S elections and other tax matters unique to closely held businesses.
We represented technology firms and other start-ups in negotiating seed financings and stockholder agreements.
Events
We use cookies to enhance user experience, improve functionality and performance, and for analysis of website traffic. By clicking “accept”, you agree to the use of cookies. For more information about our cookie policy and the information we collect, please review our Privacy Statement.
Foley Hoag
Email Disclaimer
Transmitting information to us by e-mail unilaterally does not establish an attorney-client relationship or impose an obligation on either the law firm or even the receiving lawyer to keep the transmitted information confidential. By clicking "OK," you acknowledge that we have no obligation to maintain the confidentiality of any information you submit to us unless we already represent you or unless we have agreed to receive limited confidential material/information from you as a prospective client. Thus, if you are not a client or someone we have agreed to consider as a prospective client, information you submit to us by e-mail may be disclosed to others or used against you.
If you would like to discuss becoming a client, please contact one of our attorneys to arrange for a meeting or telephone conference. If you wish to disclose confidential information to a lawyer in the firm before an attorney-client relationship is established, the protections that the law firm will provide to such information from a prospective client should be discussed before such information is submitted. Thank you for your interest in Foley Hoag.
