South Florida Breach of Fiduciary Duty Attorney

The Andrew M. Schwartz Legal Team represents business owners, LLC members, shareholders, investors, and family co-owners across Palm Beach County and Broward County who believe someone entrusted with their money, their company, or their property has put their own interests first. A South Florida breach of fiduciary duty attorney is usually called when a partner has been moving company funds, when a manager is running the business for personal gain, or when a co-owner has quietly shut the other owners out of decisions that affect everyone’s investment.

The first question most people ask is whether what happened to them actually counts as a breach, or whether it is simply a bad business decision. That line matters. Owners are allowed to make choices that turn out poorly. What they cannot do, when they hold a position of trust over someone else’s interest, is self-deal, conceal information, divert opportunities, or spend company money for personal benefit. The facts that separate the two usually sit in bank records, operating agreements, emails, and the way the parties dealt with each other over the years.

Many of these disputes also cannot wait. If money is leaving the company or property is about to be transferred, the question becomes how fast a court can be asked to freeze the situation, and that shapes everything about how a case is built.

What Makes a Business Relationship Fiduciary in Florida

A fiduciary duty is a duty of loyalty and care that the law attaches to certain relationships. In a company, managers, managing members, officers, directors, and sometimes controlling owners owe duties to the entity and, depending on the structure and the facts, to the other owners. Partners in a partnership owe one another duties as well. Outside the corporate setting, trustees, agents, personal representatives, and people who have taken on a position of trust through the way a relationship developed can also be held to fiduciary standards.

Where the relationship exists, the duty of loyalty forbids using the position to benefit oneself at the expense of the people being served. The duty of care requires reasonable diligence in how the business or asset is handled. An operating agreement or shareholder agreement can shape these duties, define what conduct is permitted, and sometimes limit them, so the first task in nearly every case is reading the governing documents closely alongside the history of how the parties actually behaved.

The remedies available depend on what was done and what can be proved. They can include an accounting of where company money went, recovery of diverted funds, damages for the loss the breach caused, removal or limitation of the person in control, and in some cases a buyout or dissolution of the company. A South Florida business litigation attorney will usually plead several of these theories together, because the facts that support a fiduciary claim often support related claims such as conversion or breach of the operating agreement.

Why Choose the Andrew M. Schwartz Legal Team for Fiduciary Duty Disputes

The Andrew M. Andrew M. He earned his undergraduate degree at Emory University in 1986 and his law degree at the University of Miami in 1989. Senior Counsel Sundeep Nath, a Northwestern-trained litigator, brings years of experience in business and real estate cases in both state and federal courts.

The firm serves clients in Boca Raton, West Palm Beach, Fort Lauderdale, and throughout Palm Beach County and Broward County, along with clients from New York, New Jersey, and Connecticut who own businesses or real estate in South Florida. For those out of state owners, the firm handles the local court appearances so they are not traveling for every hearing. A meaningful share of the firm’s work arrives as referrals from other lawyers, including out of state attorneys whose clients have disputes in Florida.

The firm practices as a true legal team, meaning everyone working on a matter knows the file and can answer when a client calls, and it keeps a strict 24 hour return call policy. That matters in a fiduciary case, where a client may be watching an account or a property and needs an answer quickly. The firm has also seen results at trial: after a five-day bench trial in Broward County Circuit Court, the judge issued a 32-page final judgment awarding the firm’s client specific performance of a commercial real estate contract. Its attorneys are experienced in mediation and arbitration as well as courtroom litigation, and the firm looks for the resolution that fits a client’s goals and budget rather than prolonging a case for its own sake.

Situations That Lead to Fiduciary Duty Claims

• Diverted or Missing Company Funds: A partner or manager pays personal expenses from company accounts, moves money to a related entity, or cannot explain where distributions went. These cases often begin with a demand for an accounting and can include emergency requests to stop assets from being spent while the case is pending.
• Self-Dealing Transactions: An owner causes the company to buy from, sell to, or lease from a business they secretly control, or steers a company opportunity into their own venture. The claim turns on whether the transaction was disclosed and fair to the other owners.
• Freeze-Outs of Minority Owners: Minority members or shareholders are cut out of information, meetings, compensation, or distributions while the controlling owner continues to be paid. Florida’s LLC statute recognizes misappropriation or waste of assets as a ground for judicial dissolution.
• Deadlocked Management: Two equal owners cannot agree and the company stalls. Deadlock is not itself a breach, but it often surfaces alongside one, and Florida law lets a court dissolve an LLC when owners are deadlocked and irreparable injury is threatened or occurring.
• Breaches in Family Businesses: Siblings who inherited a company, or parents and children with different visions for it, sometimes find one relative running the business as though it were personal property. These cases require discretion alongside firm protection of the client’s financial interest.
• Partner Misconduct in Real Estate Ventures: A co-investor or managing partner mishandles rents, sale proceeds, or capital contributions, or attempts to transfer title without the others’ consent. These disputes can overlap with partition actions and quiet title claims.
• Disputed Capital Contributions and Commingled Accounts: One owner claims to have put money in that others say was never contributed, or company and personal funds are mixed so thoroughly that no one can trace what belongs to whom.
• Breaches by Trustees, Agents, and Other Trusted Parties: Someone managing assets on another person’s behalf uses that authority for personal benefit. The same loyalty principles apply, though the governing documents and remedies differ.

What to Do When You Suspect a Partner or Manager Is Breaching Their Duty

Start by securing information while you still have access to it. Collect the operating agreement, shareholder agreement, or partnership agreement, along with the articles of organization, tax returns, financial statements, bank statements, and any emails or messages that bear on the issue. If you are a member or shareholder, you generally have information rights under Florida’s business entity statutes and often under your governing agreement, and a written request for books and records is frequently the first formal step. Keep your own copies somewhere the other owners cannot reach, and avoid confronting the person in a way that gives them time to move money or alter records.

Deadlines depend on the claim, and the question of which one applies is not always obvious. Florida’s limitations statute sets five years for actions founded on a written instrument, four years for contract claims that are not written, and four years from discovery for fraud, subject to an outer limit of 12 years. Claims that are framed as professional malpractice or negligence are shorter, at two years. Because a single set of facts can support claims with different periods, an early review of the dates matters, and delay can cost a claim that was perfectly good when the conduct began.

If money or property is at immediate risk, the conversation about injunctive relief should happen before anything else. A court can be asked to restrain a defendant from moving assets or spending funds while the case proceeds, and the firm is experienced in obtaining temporary and permanent injunctions, including early and emergency relief.

Where the case is filed depends on the company and the property. Disputes for amounts over $50,000 belong in circuit court. In Palm Beach County, that is the Fifteenth Judicial Circuit, with civil cases heard at the main courthouse in West Palm Beach. In Broward County, it is the Seventeenth Judicial Circuit, which operates a complex business division that handles, among other things, dissolution of certain business entities and large business litigation. Cases with qualifying federal grounds can also land in the U.S. District Court for the Southern District of Florida, which sits in Fort Lauderdale and West Palm Beach. The firm handles the local court appearances for clients who do not live in Florida.

The most common mistakes are waiting until the records are gone, signing a buyout or release without understanding what it waives, and trying to resolve the matter informally with a partner who is already concealing information. A conversation with counsel before you respond to a proposal can change the outcome.

When Fiduciary Claims Lead to Dissolution, Buyouts, or Court-Appointed Control

Some fiduciary disputes end in money damages. Others end the business relationship itself. Under Florida’s LLC statute, a manager or member can ask a circuit court to dissolve the company on several grounds, including that the controlling managers or members have acted or are acting illegally or fraudulently, that company assets are being misappropriated or wasted in a way that causes injury, or that owners are deadlocked and the company faces irreparable harm. A court that finds sufficient merit can appoint a receiver or custodian after notice and a hearing, or order that the petitioning member’s interest be purchased.

For corporations, a shareholder can seek judicial dissolution on statutory grounds, and the corporation or the other shareholders can respond by electing to purchase the petitioner’s shares at fair value. If the sides 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. While such a proceeding is pending, the court can issue injunctions, appoint a receiver or custodian, and take other steps to preserve corporate assets. An agreement between the owners may also contain a deadlock sale provision, and whether it can be invoked can change the course of the case.

Choosing between these paths depends on what the client wants. Some owners want out and want fair value. Others want the wrongdoer removed so the company can continue. The firm’s approach is to resolve the dispute in a way that keeps the business running when the relationship can be saved, and to help clients separate on fair terms through a negotiated buyout, a structured wind-down, or litigation when it cannot.

Questions About Fiduciary Duty Claims in South Florida

What is a breach of fiduciary duty?

It is a violation of the duty of loyalty or care owed by someone who holds a position of trust, such as a manager, officer, partner, or trustee. Common examples include self-dealing, diverting company funds, hiding material information, and taking business opportunities that belong to the company.

Do LLC members and business partners owe each other fiduciary duties?

Often, yes, but the extent depends on the type of entity, who holds management authority, and what the operating or partnership agreement says. Agreements can define and in some respects limit these duties, so the document and the facts have to be read together.

How is a fiduciary claim different from a breach of contract claim?

A contract claim rests on a promise in an agreement. A fiduciary claim rests on a duty imposed by the relationship itself. The same conduct, such as diverting funds, can support both, and they are frequently pleaded together because the remedies and defenses differ.

What can I recover if a partner took money from the business?

Depending on the facts, remedies can include an accounting, recovery of the diverted funds, damages for resulting losses, and in some cases removal of the wrongdoer from control. Where money is at risk of being moved, a court can be asked for injunctive relief to stop it while the case is pending.

How long do I have to file a fiduciary duty claim in Florida?

It depends on how the claim is characterized. Actions founded on a written instrument have five years, unwritten contract claims have four, and fraud claims run four years from discovery with a 12 year outer limit. Negligence and professional malpractice theories carry a two-year period. Because several may apply to the same facts, the dates should be reviewed early.

Can a minority owner force a company to be dissolved?

Not automatically, but Florida law gives members and shareholders the right to petition a court on specified grounds, including misappropriation of assets, illegal or fraudulent conduct by those in control, and harmful deadlock. The court may order other remedies, such as a buyout or a receiver, instead of dissolution.

What if my operating agreement has a deadlock or buyout provision?

Those provisions can matter a great deal. In an LLC, a deadlock sale provision that is initiated before the court finds deadlock grounds can apply in place of a judicial dissolution order. For corporations, filing for judicial dissolution does not take away a shareholder’s right to start an available deadlock sale under a compliant shareholder agreement.

I live in New York, New Jersey, or Connecticut. Can I bring this case without moving to Florida?

Yes. The firm regularly represents clients from those states who have business interests or real estate in South Florida. The firm handles the Florida court proceedings and keeps you informed at each stage, so you do not have to travel for every hearing.

Is a fiduciary duty dispute always resolved in court?

No. Many are resolved through negotiation, mediation, or arbitration, particularly when the operating agreement requires it. The firm’s attorneys are experienced in alternative dispute resolution as well as trial, and the right path depends on how urgent the situation is and what the client wants from the outcome.

Will a family member’s breach of duty in a family business be handled differently?

The legal standards are the same, but the approach is not. Family disputes carry personal stakes alongside financial ones, and they call for discretion. The firm protects the client’s financial interests while handling the matter with sensitivity to the relationships involved.

Is it worth hiring a lawyer if I am not sure the conduct was a breach?

Often it is worth having the documents and the facts reviewed before deciding. Whether conduct crosses the line depends on the governing agreement, what was disclosed, and how the parties dealt with each other, and an early review can tell you whether you have a claim and how quickly you need to act.

Serving Fiduciary Duty Clients Across Palm Beach and Broward Counties

The Andrew M. Schwartz Legal Team handles breach of fiduciary duty and related business disputes for clients throughout Palm Beach County and Broward County. In Palm Beach County, that includes Boca Raton, Delray Beach, Boynton Beach, Lake Worth, West Palm Beach, Palm Beach Gardens, Jupiter, Wellington, Royal Palm Beach, and Belle Glade. In Broward County, the firm represents owners and investors in Fort Lauderdale, Deerfield Beach, Pompano Beach, Coral Springs, Parkland, Plantation, Sunrise, Davie, Hollywood, and Weston.

Whether a dispute is filed in West Palm Beach, Fort Lauderdale, or another courthouse in the two counties, the firm brings the same attention to the underlying records and agreements. It also represents clients from New York, New Jersey, and Connecticut who hold business or real estate interests in South Florida and whose partners or co-owners are local.

Speak With a South Florida Fiduciary Duty Attorney

If you believe a partner, manager, or co-owner has breached the trust placed in them, the sooner the records are reviewed, the more options you tend to have. Call the Andrew M. Schwartz Legal Team to discuss your situation with a South Florida fiduciary duty attorney who handles business and real estate disputes in Palm Beach County and Broward County. We will look at your agreements and the facts, explain where you stand, and talk through the approach that fits your goals and your budget.