Corporate Governance Disputes

We have represented a significant variety of interests in governance disputes, including shareholders and members as well as boards, officers, and employees, including, for example, the following:

  • Representation of executive chairperson in connection with the development of a digital e-commerce platform.  A dispute arose between the chairperson and the founder regarding corporate control, compensation, investor relations, sweat equity credit, and corporate direction.  Our action brought in the District Court for the Southern District of New York was quickly and efficiently resolved in favor of the chairperson.
  • Representation of public biopharmaceutical company in connection with stockholder claim asserting breach of a lending arrangement brought against the company and another stockholder and ensuing SEC investigation. Both were resolved favorably.
  • Representation of investor/professional chairman in action against founder of high tech company arising out of founder’s misrepresentations to investors, manipulation of ownership structure, and flouting of SEC consent judgment.  Utilized enforcement of manager’s personal guaranty, aggressive post-judgment discovery and a draft complaint to restore investor’s funds.
  • Prosecution of limited liability company’s claims against former sole managing member of real estate company who illegally and fraudulently diverted the assets of the company and engaged in criminal activity.  Litigation included motion for prejudgment attachment, motion to dismiss, voluminous discovery, and judicial enforcement of the settlement agreement.
  • Representation of family’s real estate investment vehicles and their managers against former colleagues and joint venturers in connection with separation of their Manhattan real estate interests valued at over $200 million.  Successfully obtained an order of dissolution of the jointly owned real estate corporation.  Defended client managing member and property manager against joint venturers’ suit seeking damages for breach of fiduciary duty and obtained an order awarding the advancement of litigation costs to our client.  Substantial document discovery, multiple mediations, and the leverage generated by the dissolution led to a buy-out arrangement that allowed our clients to neatly disengage from their joint venturers with advantageous tax treatment.