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Boca Raton Business Litigation Attorneys > Hollywood Shareholder Dispute Attorney

Hollywood Shareholder Dispute Attorney

The Andrew M. Schwartz Legal Team represents shareholders, LLC members, and family co-owners in disputes over who controls a company, who is entitled to its money, and what happens when owners can no longer work together, and the firm does this work for clients in Hollywood and throughout Broward County and Palm Beach County. A Hollywood shareholder dispute attorney is often called in when the problem is no longer a disagreement but a standstill: a minority owner shut out of the books, a majority holder paying himself or herself while distributions stop, or two equal owners who cannot agree on anything.

What makes these cases different from an ordinary contract fight is that the company itself is usually still operating while the owners fight over it. Payroll still has to be met, vendors still have to be paid, and the property or accounts at the center of the dispute can be spent, encumbered, or moved. Florida law gives shareholders real tools for this situation, including court-ordered buyouts at fair value, judicial dissolution, receivers and custodians, and injunctions, but each tool has its own requirements and timing.

Why Choose the Andrew M. Schwartz Legal Team for a Hollywood Shareholder Dispute

The Andrew M. Schwartz Legal Team is a South Florida business and real estate litigation firm that represents business owners, investors, and families in partnership disputes, shareholder and member conflicts, complex contract litigation, and partition and title actions. The firm serves clients in Hollywood, Fort Lauderdale, and the rest of Broward County, as well as Boca Raton, West Palm Beach, and Palm Beach County, along with clients from New York, New Jersey, and Connecticut who hold business or real estate interests in South Florida. Founder Andrew M. Schwartz was admitted to The Florida Bar in 1989, earned his undergraduate degree from Emory University in 1986 and his law degree from the University of Miami in 1989, and has spent 37 years in litigation, with a career built around contract disputes, business divorces, and conflicts among partners, LLC members, and shareholders.

Andrew is joined by Sundeep Nath, Senior Counsel, a Northwestern-trained litigator with years of experience in business and real estate cases in both state and federal courts. That federal experience matters in South Florida, where a dispute between owners in different states can end up in either forum. The firm practices as a true legal team, meaning everyone working on a matter knows the file, and it keeps a strict 24 hour return call policy when attorneys are in court.

The firm’s trial record includes a 5-day bench trial in Broward County Circuit Court that produced a 32-page final judgment granting the client specific performance of a commercial real estate contract. That result reflects the kind of work shareholder disputes demand: a close reading of the governing documents, a clean presentation of the parties’ course of dealing, and the ability to try the case if negotiation fails. The attorneys are also experienced in mediation and arbitration, and they look for the resolution that fits the client’s goals and budget rather than prolonging a case for its own sake.

Shareholder and Owner Conflicts We Handle for Hollywood Clients

  • Oppression of a Minority Shareholder: Majority owners sometimes freeze out a minority holder by cutting off distributions, removing the minority owner from management, denying access to records, or paying themselves above-market compensation. Florida’s corporate statute allows a court to dissolve a corporation or order another remedy when the conduct warrants it.
  • Deadlocked Ownership: Two 50 percent owners, or boards split evenly, can paralyze a company. Under Florida’s LLC statute, deadlock combined with threatened or ongoing irreparable injury to the company is a recognized ground for judicial dissolution, and a deadlock sale provision in your agreement may control the outcome instead.
  • Breach of Fiduciary Duty: Officers, directors, managers, and controlling owners owe duties to the company and, in many circumstances, to the other owners. Self-dealing, usurping business opportunities, and favoring one owner’s side ventures are common claims.
  • Missing or Diverted Funds: Unpaid distributions, commingled accounts, disputed capital contributions, and managers who cannot account for company money often lead to claims for an accounting, recovery of funds, and emergency relief to stop assets from moving.
  • Buyouts and Valuation Fights: When one owner wants out or is pushed out, the dispute usually turns on what the interest is worth. Florida’s corporate statute provides for purchase of a petitioning shareholder’s shares at fair value, with a 60-day window for the parties to agree on price and terms before the court steps in.
  • Breach of Shareholder or Operating Agreements: Transfer restrictions, buy-sell triggers, voting thresholds, non-compete terms, and information rights are enforced as written, so the exact language of the agreement frequently decides the case.
  • Family Business Conflicts: Siblings who inherited shares, parents and children with different plans for the company, and in-laws holding equity face the same legal questions as any co-owners, with far more at stake personally. These cases call for discretion alongside firm protection of the client’s financial position.
  • Judicial Dissolution: When owners cannot continue together, the court can dissolve the entity, and in the process may appoint a receiver or custodian and oversee a winding up or a buyout instead.

What to Do When a Co-Owner Dispute Reaches the Breaking Point

Start with the documents. Gather the articles of incorporation or organization, the shareholder agreement or operating agreement, bylaws, any buy-sell agreement, stock or membership certificates, and every amendment. Then pull financial records you are entitled to see: tax returns, bank statements, general ledgers, and records of distributions and compensation. If you are being denied access, that denial is itself important evidence, and your attorney can often use statutory inspection rights to force the issue. Preserve emails and texts with your co-owners, and do not delete anything, even material you consider unhelpful.

Read the agreement for dispute mechanics before doing anything else. Many agreements contain mandatory mediation or arbitration clauses, notice-and-cure requirements, deadlock buyout procedures, or valuation formulas. Florida law specifically recognizes that a properly structured deadlock sale provision can displace judicial dissolution if it is initiated in time, and that a dissolution filing does not necessarily cut off a shareholder’s right to use an available deadlock provision. Triggering or missing one of these provisions can shape your leverage, so have the agreement reviewed before you send an angry email or stop performing your duties.

Watch the clock. Florida sets a five-year limitations period for actions founded on a written instrument, which covers many claims on shareholder and operating agreements, and four years for contract claims not based on a writing. Fraud claims run four years from discovery, subject to an outer cap of 12 years. A claim for specific performance has only a one-year period, and professional malpractice claims against, for example, a company’s outside advisors can be as short as two years from discovery. Because the right period depends on how each claim is framed, do not assume you have time.

If money or assets are at risk right now, tell your attorney immediately. A court can issue injunctions, appoint a receiver or custodian, and take other steps to preserve company assets while a dissolution case is pending, and the court must hold a hearing with notice to the parties before appointing a receiver or custodian for an LLC. Emergency relief is far easier to obtain before the assets are gone than after.

On the practical side, cases above the county court ceiling are filed in the circuit court. Hollywood sits in Broward County, which is in the Seventeenth Judicial Circuit, and the South Regional Courthouse is located in Hollywood. Broward also operates a complex business division in its circuit court, which handles dissolution of certain business entities and large business litigation, and a case may be filed directly into that division using the procedure the circuit’s administrative order sets out. Disputes with federal jurisdiction, such as those between owners from different states, can be heard in the Southern District of Florida, which holds court in Fort Lauderdale and West Palm Beach. Common mistakes include cutting off your own capital contributions out of frustration, taking company funds as “self-help,” signing a buyout term sheet without a valuation, and waiting until the other side has already moved assets.

Court-Ordered Buyouts, Dissolution, and the Real Cost of Waiting

For corporations, a shareholder petitioning for dissolution under the statute can trigger a defensive right: within 30 days of the proceeding starting, the corporation must notify the other shareholders that they may avoid dissolution by electing to purchase the petitioner’s shares at fair value. If the corporation fails to elect, one or more shareholders may do so. An election to purchase is irrevocable unless the court finds it equitable to set it aside or modify it, which means a defensive buyout election is a serious commitment and not a bargaining gesture. If the parties agree on value and terms within 60 days after the first election is filed, the court enters an order directing the purchase on those terms; otherwise the court proceeds to determine fair value.

For LLCs, the grounds for judicial dissolution in a member’s or manager’s proceeding include conduct of the company’s affairs unlawfully, the impracticability of carrying on the business in conformity with the articles and operating agreement, illegal or fraudulent conduct by controlling members or managers, misappropriation or waste of assets causing injury, and deadlock with threatened or actual irreparable injury. A court that finds sufficient merit may appoint a receiver or custodian or order the purchase of the petitioning member’s interest instead of dissolving the company outright.

The consequences of delay are concrete. Valuations drift, records disappear, the company’s cash gets spent, and a co-owner who has been quietly building a competing business gains months of head start. At the same time, litigation costs real money and strains the business, which is why the firm also pursues negotiated buyouts, structured wind-downs, mediation, and arbitration when they serve the client. Where a shareholder dispute also involves a building, land, or other real estate held by the owners, related remedies such as partition and quiet title actions may be part of the same strategy.

Questions About Shareholder Disputes in Hollywood

What counts as a shareholder dispute?

It is any conflict among the owners of a company about control, money, or ownership. Typical examples include a shut-out minority owner, disagreements over compensation or distributions, claims of self-dealing, deadlock between equal owners, and fights over what a departing owner’s shares are worth.

Can a minority shareholder force a buyout in Florida?

Sometimes. In a corporation, a shareholder who petitions for dissolution on qualifying grounds can set off the process in which the corporation or other shareholders may elect to purchase the petitioner’s shares at fair value. Whether you qualify depends on the facts and on any agreement among the owners.

What is the difference between a shareholder dispute and a business divorce?

A business divorce is the broader term for separating co-owners, whether through a buyout, a sale, a wind-down, or court-ordered dissolution. A shareholder dispute is often the conflict that leads there, or the fight that happens inside the company before anyone has decided how to separate.

How long do I have to sue over a breach of a shareholder agreement?

For claims founded on a written instrument, Florida’s period is five years. Contract claims not based on a writing have four years, fraud claims have four years from discovery with a 12-year outer limit, and a specific performance claim carries one year. Because a single dispute can involve several different claims, each should be checked separately.

What if my partner is taking money from the company?

You may have claims for breach of fiduciary duty, an accounting, conversion, and recovery of the funds. If assets are at immediate risk, a court can issue injunctive relief and, in dissolution proceedings, can appoint a receiver or custodian after notice and a hearing.

Does a deadlock buyout clause in my agreement matter?

Yes. Under Florida’s LLC statute, a deadlock sale provision initiated before the court finds deadlock grounds can apply in place of a judicial dissolution order, as long as it is carried through. For corporations, filing certain dissolution claims does not erase a shareholder’s right to start a compliant deadlock provision. These clauses can change the whole course of the case.

Will my case be heard in state court or federal court?

Most shareholder and member disputes are filed in the Seventeenth Judicial Circuit for Broward County, or in the Fifteenth Circuit for Palm Beach County. Federal court in the Southern District of Florida is possible when federal jurisdiction exists, such as when owners are citizens of different states and the amount in controversy qualifies.

Can a court appoint someone to run the company during the dispute?

In a dissolution proceeding, yes. The court may appoint a receiver or custodian once it finds sufficient merit and has held a hearing with notice. Courts can also issue injunctions and take other measures to preserve company assets and keep the business running until a full hearing.

I own part of a Hollywood company but live in New York or New Jersey. Can I still pursue the dispute?

Yes. The firm regularly represents clients from New York, New Jersey, and Connecticut with South Florida business interests, handles the local court appearances, and schedules conference calls so you do not need to travel for every hearing.

Does a shareholder dispute always end up in a trial?

No. Many are resolved through negotiation, mediation, or arbitration, often after the real documents and numbers are on the table. The attorneys have experience in all of these, as well as at trial, and choose the path most likely to meet the client’s goals efficiently.

Is it worth hiring a lawyer if my ownership stake is small?

Often it is, because small stakes in valuable companies, or small stakes that are being squeezed out, can carry significant value. Ask a lawyer to evaluate the agreement and the numbers early, so the cost of pursuing the claim can be weighed against the likely recovery before you commit.

Do you work with other attorneys on these cases?

Yes. A significant part of the firm’s practice comes from referrals by other lawyers, including out of state counsel whose clients have Florida disputes and Florida attorneys who do not handle business litigation. The firm communicates with referring counsel throughout and respects their relationship with the client.

Serving Shareholder Dispute Clients Across Hollywood and South Florida

The firm represents owners in Hollywood and the surrounding Broward County communities, including Hallandale Beach, Dania Beach, Pembroke Pines, Miramar, Davie, Cooper City, Southwest Ranches, Pembroke Park, and West Park. Further north in Broward, clients come from Fort Lauderdale, Wilton Manors, Oakland Park, Plantation, Sunrise, Tamarac, Lauderhill, Coral Springs, Pompano Beach, Deerfield Beach, and Parkland.

The firm also handles shareholder, partnership, and member disputes throughout Palm Beach County, including Boca Raton, Delray Beach, Boynton Beach, West Palm Beach, Palm Beach Gardens, Jupiter, and Wellington. Clients in New York, New Jersey, and Connecticut who hold ownership in South Florida companies or property work with the firm as well, with the local filings and hearings handled for them.

Talk to a Hollywood Shareholder Dispute Lawyer Before the Dispute Costs You the Company

If a co-owner is locking you out, draining the accounts, or refusing to sell or buy, the earlier you have the agreement and the numbers reviewed, the more options you keep. The Andrew M. Schwartz Legal Team can evaluate your position as a Hollywood shareholder attorney and explain whether the right path is negotiation, a buyout election, emergency relief, or a lawsuit. Call to schedule a consultation.

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