When co-owners disagree about money, control or the future of the business, the dispute usually turns on two things: what the agreements say and what the books show. Justin Esshaki is an Attorney and a CPA, so he can evaluate both, and help you reach a resolution that protects your interest in the company.
Disagreements between shareholders, partners and LLC members are among the most stressful problems a business owner can face. The company, the relationship and often years of work are all at stake. Common triggers include withheld distributions, a partner being frozen out of decisions, disputes over compensation, suspected misuse of company funds, and disagreement about whether or how one owner should be bought out.
Michigan law gives shareholders of closely held corporations, and members of LLCs, the ability to bring claims when those in control act in a way that is willfully unfair and oppressive to them. These claims have their own rules and strict time limits, so it is important to get advice early.
Many disputes come down to financial questions: Were distributions handled fairly? Is an owner’s compensation reasonable? Were company funds used for personal expenses? What is the business worth, and what is a fair buyout price? As a CPA, Justin can review the financial records himself, rather than relying entirely on outside experts to explain them.
Not every dispute needs to end in court. Many are resolved through negotiation, mediation or a structured buyout that lets the business continue. When litigation is necessary, you have counsel who already understands both the agreements and the financial records.
Analyzing the operating agreement, bylaws, shareholder agreement and Michigan law to clarify what each owner is entitled to.
Requesting and reviewing the company’s financial records, as owners are often entitled to under Michigan law.
Examining distributions, owner compensation, related-party transactions and use of company funds.
Evaluating and pursuing claims when those in control act unfairly toward a shareholder or member.
Resolving situations where owners are evenly split and the company cannot make decisions.
Negotiating the price, terms and tax treatment of a buyout so one owner can exit and the business can continue.
Working toward a business resolution that avoids the cost and disruption of a lawsuit.
Representing owners in court when a negotiated resolution is not possible.
Distributions, compensation and company expenses are reviewed by a CPA, so financial issues are identified early and explained clearly.
A buyout price means little without its tax consequences. Payment terms and structure are evaluated for what each owner actually keeps.
Your governing documents and your financial records are reviewed side by side, which is where most disputes are won or settled.
We review your agreements, your records and the facts to clarify your rights and options.
We examine distributions, compensation and company finances to identify the key issues.
You receive a clear recommendation: negotiate, mediate, pursue a buyout or proceed to litigation.
We work toward an outcome that protects your interest, whether through agreement or in court.
Michigan law provides remedies for shareholders and LLC members when those in control act in a willfully unfair and oppressive way. Depending on the facts, remedies can include a court-ordered buyout or other relief. Your governing documents also matter, so they should be reviewed early.
Shareholders and LLC members generally have rights to inspect certain company books and records under Michigan law, subject to procedures and limits. A written request is usually the first step.
It may be set by a formula in your operating agreement or buy-sell agreement. If there is none, the price is usually negotiated, often with the help of a business valuation. The tax treatment of the buyout should be considered at the same time.
Yes. Claims by shareholders and LLC members have time limits that can be short, and they begin running from specific events. If you believe you have a claim, it is best to seek advice promptly.
Often, yes. Many disputes are resolved through negotiation, mediation or a structured buyout. Litigation remains an option when those efforts fail.
Yes. When an agreement is silent, Michigan statutes and case law fill the gaps. We can also help the owners put a new agreement in place as part of the resolution.
Tell us briefly about your business and what you need. We’ll reply within one business day.