We have been enjoying a nice spring in Dallas – moderate temperatures, not too much rain and mostly sunny skies. In the investing world, these conditions signal that the time is ripe for a private company investment. But just...more
When longtime business partners in private companies go through a business divorce, emotions often run high. One or both of the partners may be seeking a “revenge premium” in the business divorce process based on their...more
4/1/2025
/ Arbitration ,
Business Divorce ,
Business Litigation ,
Business Operations ,
Business Strategies ,
Buy-Sell Agreements ,
Dispute Resolution ,
Majority Shareholders ,
Mediation ,
Minority Shareholders ,
Valuation
Throwing the baby out with the bath water is a pithy expression that suggests exercising caution when business partners in private companies are seeking to achieve a business divorce. The majority owner and the departing...more
3/19/2025
/ Arbitration ,
Asset Purchase Agreements ,
Business Disputes ,
Business Divorce ,
Buyouts ,
Dispute Resolution ,
Exit Planning ,
Exit Strategies ,
Investors ,
Majority Shareholders ,
Minority Equity Investments ,
Minority Shareholders ,
Minority-Owned Businesses ,
Shareholders ,
Valuation
Success is not just an elusive goal – it can also be difficult to maintain once achieved. For majority owners in private companies, achieving success is just the first hurdle, because once they arrive at this pinnacle, they...more
3/3/2025
/ Business Divorce ,
Buy-Sell Agreements ,
Corporate Governance ,
Employee Benefits ,
Employee Incentive Plans ,
Employees ,
Equity ,
Executive Compensation ,
Fiduciary Duty ,
Incentive Compensation ,
Limited Liability Company (LLC) ,
Private Equity ,
Shareholders
During Valentine’s Day month, we are taking a look at 50-50 owned private businesses. Forming a co-owned company may sound like a good idea on paper because the two partners are close friends or family members who are making...more
2/12/2025
/ Arbitration ,
Business Divorce ,
Business Ownership ,
Buy-Sell Agreements ,
Contract Negotiations ,
Contract Terms ,
Corporate Deadlock ,
Corporate Governance ,
Dispute Resolution ,
Limited Liability Company (LLC) ,
Mediation ,
Ownership Interest ,
Partnerships
In recent years, the headlines have tracked the news of high-profile breakups among business partners in private companies. These business partner fallouts include:
- 2023: Sam Altman was ousted as Open AI CEO (for...more
1/14/2025
/ Business Disputes ,
Business Divorce ,
Business Entities ,
Business Partners ,
Conflict Resolution ,
Contract Terms ,
Corporate Governance ,
Exit Strategies ,
Fiduciary Duty ,
Investors ,
Partnerships ,
Prenuptial Agreements ,
Shareholders
Investments in private companies should continue to flourish in 2025 in light of the revenue and EBITDA growth they delivered this year, and this rosy financial outlook is also confirmed by company leaders. According to a...more
Delaware Chancellor Kathaleen McCormick held again last week that the pay package that Tesla’s board of directors awarded to Elon Musk in 2018 suffers from “fatal flaws,” and it was therefore rejected. This was the second...more
12/10/2024
/ Business Ownership ,
Compensation ,
Corporate Governance ,
Delaware ,
Delaware General Corporation Law ,
Elon Musk ,
Financial Oversight and Management Board (Oversight Board) ,
Majority Shareholders ,
Shareholder Votes ,
Shareholders ,
Tesla
Majority owners of private companies are empowered to exercise control over their businesses, but if they disregard the valid concerns of their minority partners, they may sow the seeds for a divisive business divorce in the...more
Money talks when the majority owners of private companies add new business partners who contribute additional capital. When these investors are high-powered PE firms or high-profile companies, with large balance sheets and...more
11/6/2024
/ Business Divorce ,
Business Ownership ,
Business Partners ,
Buy-Sell Agreements ,
Due Diligence ,
Investors ,
Majority Shareholders ,
Minority Shareholders ,
Portfolio Companies ,
Prenuptial Agreements ,
Private Company Shares ,
Private Equity Firms ,
Repurchase Options ,
Right of Redemption
Business divorces take place in all types of private companies, including those owned and operated by family members. But families that are willing to engage in thoughtful planning can head off some of the internal conflicts...more
Entrepreneurs are incredibly devoted to the success of their business, but even a thriving company may be severely impacted by a high conflict marital divorce. When a couple decides to part ways, the ripple effects can extend...more
Fast-growing private companies are exciting to observe as outsiders, but on the inside the company founder has the challenge of securing enough capital to fuel the rapid growth of the business. The company’s continuous need...more
Private company investing is inherently risky, but these risks can be mitigated if investors take proactive steps before making this type of investment. This due diligence action plan for potential investors includes the...more
Conflicts between co-owners in private companies are common, but the vast majority are worked out through dialogue and negotiation. When these internal conflicts cannot be resolved, however, minority investors may file suit...more
When divorcing couples hold ownership interests in private companies as part of their marital estate, they will have to address a number of business issues related to these interests in their divorce settlement. Planning...more
Hindsight can be a wonderful thing, especially if hard-earned lessons are adopted by others who are willing to learn from past mistakes. When private company owners and investors share with me some of the wisdom they have...more
As a business trial lawyer representing private company owners and investors in business divorce disputes and civil litigation for many years, my experience teaches that business partners should approach litigation with...more
Business owners of private companies invest huge amounts of time and resources in their business, which may include the bulk of their financial capital. For owners who do not want most of their net worth to remain tied up in...more
...For business owners intently focused on growing their private companies, it may seem like a waste of time for them to answer how they define success. They may even view it as an unhelpful distraction. But, from my own...more
After devoting long hours and years of hard work in building their companies, majority owners of private businesses may reach a point where they consider whether it is time for them to sell. This large question – Is now the...more
Private company owners strive for success but getting there is not an easy or straight path. I have been working closely with business owners now for more than 40 years, and I have been reflecting on the key character traits...more
Family members who enter into a private business together are taking on double risk. They face the same types of challenges that all owners and investors face in operating/investing in a business, but they are also exposed to...more
Majority owners of private companies have many important decisions to make, but one of their most impactful will be selecting the people to serve as the company’s managers (for LLCs) or as directors on its board (for...more
As the year winds down, majority owners can hit the ground running in the new year if they adopt business resolutions that motivate their executive group and create the potential for the company to reach new heights. The...more
12/13/2023
/ Board of Directors ,
Business Entities ,
Business Ownership ,
Corporate Governance ,
Corporate Management ,
Employees ,
Majority Shareholders ,
Managers ,
Minority Shareholders ,
Shareholders ,
Transparency