Lantana Shareholder Dispute Attorney

A shareholder dispute ends one of a few ways: a buyout at a fair price, a sale or dissolution that returns your share of the value, a court order that stops the other side from draining the company, or a negotiated deal that lets everyone move on. The Andrew M. Schwartz Legal Team handles business and real estate disputes for owners in Palm Beach County, including Lantana, and across Broward County and the rest of South Florida. If you need a Lantana shareholder dispute attorney, the work starts with figuring out which of those outcomes is realistic for your company.

Lantana sits in the southern part of Palm Beach County, and the companies owned here are often small and closely held: marine and boat-related businesses, restaurants, contractors, medical and professional practices, and family real estate holding companies. In a company like that, a minority shareholder usually cannot simply sell the stock to a stranger. The only buyers are the people on the other side of the dispute, which is why Florida’s corporate statutes, and the shareholder agreement itself, matter so much.

The stakes in these cases are concrete. A majority owner who controls the checkbook can pay himself, hire relatives, starve distributions, or move assets while you are shut out of the books. Waiting costs money, and in some cases it costs you the claim itself.

What a Court Can Actually Do for a Frozen-Out Shareholder

Florida’s business corporation statutes give a circuit court real tools in a shareholder case. A court can dissolve a corporation or order a lesser remedy when the grounds are proven, and a shareholder can bring that proceeding where, for example, the corporation has abandoned its business and has not liquidated, distributed assets, and dissolved within a reasonable time. For companies organized as LLCs, the grounds are laid out in the LLC Act and include deadlocked managers or members facing irreparable injury, misappropriated or wasted assets, illegal or fraudulent conduct by those in control, and situations where it is not reasonably practicable to carry on the business under the operating agreement.

Dissolution is rarely the end goal, and the statute knows it. When a shareholder petitions for dissolution on the statutory grounds, the corporation or the other shareholders can elect to buy the petitioner’s shares at fair value instead. If the parties agree on the price and terms within 60 days after the first election is filed, the court enters an order directing the purchase on those terms. If they do not, the court decides fair value. An election to buy is irrevocable unless the court finds it equitable to set it aside or modify it, so the choice to elect should never be made casually.

Within 30 days after a dissolution proceeding of this type begins, the corporation must notify the other shareholders that they can avoid dissolution by electing to purchase the petitioner’s shares. During the case, the court can issue injunctions, appoint a receiver or custodian, and take other steps to preserve corporate assets while the business keeps running. Before appointing a receiver or custodian for an LLC, the court must hold a hearing with notice to the parties.

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

The Andrew M. Schwartz Legal Team represents business owners, investors, and families in Palm Beach County, Broward County, and throughout South Florida, including Lantana, Boca Raton, West Palm Beach, and Fort Lauderdale. Andrew M. Schwartz, the firm’s founder, was admitted to The Florida Bar in 1989 and has spent 37 years in litigation, with a career built around complex contract disputes, business divorces, and conflicts between partners, LLC members, and shareholders. He earned his undergraduate degree at Emory University in 1986 and his law degree at the University of Miami in 1989.

Andrew is joined by Senior Counsel Sundeep Nath, a Northwestern-trained litigator with years of experience in business and real estate cases in state and federal courts. The firm works as a true legal team, so everyone on a matter knows the file, and it keeps a strict 24 hour return call policy. That matters in a shareholder dispute, where a missed week can mean missed bank activity or a missed deadline.

The firm’s trial record includes a 5-day bench trial in Broward County Circuit Court that produced a 32-page final judgment awarding the firm’s client specific performance of a commercial real estate contract. Shareholder cases often turn on the same skills: reading an agreement closely, reconstructing the parties’ history, and proving it to a judge. The firm is equally experienced in mediation and arbitration, and it looks for the resolution that fits the client’s goals and budget rather than stretching a case out for its own sake. Many clients live out of state, including in New York, New Jersey, and Connecticut, and the firm handles the local court appearances so they do not have to travel for every hearing.

Shareholder Disputes We Handle for Lantana Owners

• Minority Shareholder Freeze-Outs: Majority holders cut a minority owner out of decisions, employment, information, or distributions, often to force a cheap exit. Remedies can include claims for breach of fiduciary duty, an accounting, and a court-supervised buyout at fair value.
• Breach of Shareholder or Operating Agreements: Buy-sell terms, transfer restrictions, voting provisions, and deadlock clauses are enforced as written. These cases frequently turn on exact wording and on how the parties actually behaved.
• Misappropriated or Diverted Company Funds: Unexplained transfers, personal expenses run through the company, commingled accounts, and managers who cannot account for money. We pursue accountings and recovery, and we seek emergency relief when assets are being moved.
• Deadlock Between Equal Owners: Two 50 percent owners who cannot agree can stall a company completely. A deadlock sale provision in the agreement, a court-ordered buyout, or judicial dissolution may break the stalemate.
• Valuation and Buyout Disputes: Fair value of closely held stock is rarely obvious, and the number each side proposes can differ enormously. The valuation fight often decides the whole case.
• Family and Friend-Owned Companies: Siblings who inherited a business, parents and children with different plans, and in-laws who share ownership. These cases require discretion alongside firm protection of your financial interests.
• Judicial Dissolution and Wind-Down: When the business cannot continue, we pursue or defend dissolution, a structured wind-down, or a sale, depending on which gets the client the best return.
• Disputes Involving Company Real Estate: Many Lantana-area companies hold property, which can bring in partition, title, or lease issues alongside the ownership fight.

What to Do Now If You Are in a Dispute with Co-Owners

Start by getting the documents that define your rights: the articles of incorporation, bylaws, any shareholder or buy-sell agreement, minutes, stock ledgers, and your stock certificates or other proof of ownership. If you are in an LLC, gather the operating agreement and any amendments. These documents often contain dispute resolution, buyout, or deadlock provisions that dictate the path forward, and sometimes a mandatory mediation or arbitration step that must be followed.

Next, preserve financial evidence while you still have access. Save tax returns, financial statements, bank statements, distribution records, and emails or texts that show how decisions were made and money moved. Do not take company records you are not entitled to, and do not delete anything. Your lawyer can advise on lawful ways to demand books and records.

Watch the clock. Florida’s limitations periods vary by claim: five years for an action founded on a written instrument, four years for contract claims not based on a writing, and four years for fraud measured from discovery, subject to an outer limit of 12 years. A shareholder agreement is usually a written instrument, but fiduciary and fraud claims run on their own schedules, so a delay can quietly forfeit part of your case.

Avoid the common mistakes: confronting the other owner by email in ways that can be used against you, voting or signing documents you do not understand, stopping your own contributions without checking the agreement, or agreeing to a buyout price before the company has been valued. If assets are being moved, say so early, because emergency injunctive relief only helps while there is still something to protect.

Shareholder cases above the county court’s dollar limit are filed in circuit court. For Lantana, that means the Fifteenth Judicial Circuit, which sits in and for Palm Beach County, and its courthouses include the main courthouse in West Palm Beach and a south county courthouse in Delray Beach. When the company or defendants are in Broward County, the Seventeenth Judicial Circuit, which sits in Fort Lauderdale, handles the case and maintains a complex business division for matters such as dissolution of business entities and large business litigation. Where federal jurisdiction applies, the Southern District of Florida holds court in West Palm Beach and Fort Lauderdale.

Contracts, Fiduciary Duties, and Emergency Relief in Shareholder Cases

Most shareholder disputes are really two cases in one: what the agreement says, and what the people in control owe you apart from the agreement. Officers, directors, and managers owe duties to the company and, in many situations, to the owners. A claim that someone diverted funds, usurped an opportunity, or favored himself is a fiduciary claim, and it can proceed alongside a breach of contract claim.

Emergency relief is a separate track. When funds are being drained or property is being transferred, the firm seeks temporary and permanent injunctions, including early and emergency injunctive relief, to keep assets in place while the case moves forward. A receiver or custodian can take control of the business or its assets in appropriate cases, though a court wants a real showing before it takes that step.

Not every case ends in a trial. Mediation and arbitration resolve many shareholder disputes, and some agreements require them. A deadlock sale provision in a shareholder or operating agreement can also change the playbook: if one owner starts that process before the court finds grounds for dissolution, the contractual mechanism can apply in place of a judicial dissolution order. Reading the agreement before filing anything is how you find out whether you hold that lever.

Shareholder Dispute Questions Lantana Owners Ask

What is a shareholder dispute?

It is a conflict among the owners of a corporation over control, money, information, or the future of the business. Common examples include freeze-outs, unpaid distributions, self-dealing by a majority holder, and disagreements over selling or closing the company.

Can I force the company or other shareholders to buy my shares?

Not automatically. Your agreement may contain a buyout right. If it does not, a court proceeding on statutory grounds can lead to a purchase at fair value when the corporation or other shareholders elect to buy rather than face dissolution. Whether you can get there depends on the facts.

How long do I have to file a claim?

It depends on the claim. An action founded on a written instrument has a five-year period, a contract claim not based on a writing has four years, and fraud has four years from discovery with a 12-year outer cap. Because different claims in one case can run on different clocks, do not wait to get the facts reviewed.

What does “fair value” mean in a buyout?

It is the court-determined price for the petitioning shareholder’s shares when the parties cannot agree. The parties get 60 days after the first purchase election is filed to agree on a price and terms; if they cannot, the court decides. Valuation experts are often central to this fight.

Can I look at the company’s books and records?

Shareholders generally have inspection rights under Florida law, subject to the statute’s conditions. A company that refuses a proper demand can be taken to court. Making a clean written demand early usually helps later.

What if the other owner is taking company money right now?

You may have claims for an accounting, breach of fiduciary duty, conversion, and recovery of the funds. A court can issue injunctive relief to stop assets from being moved or spent while the case is pending, so speed matters.

Does my dispute have to go to court?

No. Many are resolved through negotiation, mediation, or arbitration, and your agreement may require one of those first. The firm is experienced in alternative dispute resolution as well as courtroom litigation.

My co-owner and I are 50/50 and cannot agree on anything. What now?

Check the agreement for a deadlock mechanism first. If there is none, a deadlock among LLC members can be a ground for judicial dissolution when irreparable injury is threatened or occurring, and corporate shareholders may have comparable options. A negotiated buyout is often the cleaner result.

Will filing for dissolution shut the business down?

Not necessarily. Courts can appoint a custodian, issue injunctions, and allow the business to keep operating while the case proceeds. Filing can also prompt the other side to elect a buyout, which is frequently what the petitioner wants.

Which court would hear a Lantana shareholder case?

Larger disputes go to the circuit court of the county where the case is properly filed, typically the Fifteenth Judicial Circuit for Palm Beach County matters or the Seventeenth Judicial Circuit for Broward County matters. Some cases may qualify for federal court in the Southern District of Florida.

I live in New York or New Jersey but own shares in a Florida company. Can you handle this?

Yes. The firm regularly represents clients from New York, New Jersey, and Connecticut with business or real estate interests in South Florida, keeps them informed, and handles the local court appearances.

Is it worth hiring a lawyer for a smaller company with a smaller ownership stake?

Often yes, because the agreement and the statutory buyout rules can matter more than the dollar size of the stake. A short review can tell you whether a practical remedy exists before you spend heavily, and the firm looks for resolutions that fit the client’s budget.

Serving Shareholder Dispute Clients Across Lantana and South Florida

Our work starts in Lantana and the neighboring Palm Beach County communities of Lake Worth Beach, Hypoluxo, Manalapan, Boynton Beach, Greenacres, Palm Springs, and Atlantis. We also represent owners in Delray Beach, Boca Raton, Highland Beach, and Royal Palm Beach, and in West Palm Beach, Wellington, Jupiter, Palm Beach Gardens, and Riviera Beach.

Across the county line, we serve shareholders and business owners in Broward County, including Fort Lauderdale, Deerfield Beach, Pompano Beach, Coral Springs, Plantation, Hollywood, and the surrounding cities. Clients who live in New York, New Jersey, and Connecticut but hold shares or property in South Florida work with us remotely while we handle the Florida proceedings.

Talk to a Lantana Shareholder Dispute Lawyer About Your Options

If you are locked out, shorted, or watching company money disappear, a Lantana shareholder dispute lawyer can tell you quickly whether your agreement, the Florida statutes, or an emergency motion offers the best path. The Andrew M. Schwartz Legal Team answers the phone and returns calls within 24 hours when we are in court. Call us to schedule a consultation about your company and your ownership stake.