Lighthouse Point Shareholder Dispute Attorney

Lighthouse Point sits in Broward County, so a shareholder fight that ends up in court here is heard in the Seventeenth Judicial Circuit, the circuit court sitting in and for Broward County, and a large enough business dispute can be routed into the circuit’s complex business division. The Andrew M. Schwartz Legal Team handles business and real estate litigation for owners in Lighthouse Point and across Broward County and Palm Beach County, and a Lighthouse Point shareholder dispute attorney from our firm can step in when co-owners of a corporation stop agreeing on money, control, or the future of the company.

Shareholder disputes tend to look the same from the inside. One owner is shut out of information, paid nothing while another draws a salary, or watches company funds go to expenses that benefit someone else. A closely held company has no public market where an unhappy owner can simply sell, so the dispute has to be resolved through the corporation’s own documents, a negotiated exit, or a judge.

Florida’s corporate statutes give a court real tools in these cases, including injunctions, a receiver or custodian, and court-supervised dissolution. They also give the other owners a way to avoid dissolution by buying the complaining shareholder out at fair value. Knowing which of those paths fits your situation, and in what order to pursue them, is most of the work.

Judicial Dissolution and the Buyout Election Under Florida Corporate Law

When a shareholder asks a Florida circuit court to dissolve a corporation, the statute does not treat dissolution as the only possible outcome. Under the buyout election provision, the corporation can elect, and if it does not, one or more of the other shareholders can elect, to purchase every share the petitioning shareholder owns at fair value. This changes the strategy on both sides. A shareholder who files for dissolution may end up cashed out rather than watching the company liquidated, and the owners who want to keep the business running have a defined way to do it.

The procedure has built-in timing. Within 30 days after a dissolution proceeding of this kind begins, the corporation must send every shareholder other than the petitioner a notice that they may avoid dissolution by electing to buy the petitioner’s shares. Once an election is filed, the parties have 60 days to agree on fair value and the terms of the purchase; if they do, the court enters an order directing the purchase on those terms. An election to purchase is irrevocable unless the court finds it equitable to set it aside or modify it, which means a buyer who elects without understanding the valuation exposure can be locked in.

While the case is pending, the court is not limited to waiting. It may issue injunctions, appoint a receiver or custodian, take other steps to preserve corporate assets, and keep the business operating until a full hearing. For a shareholder who suspects money is being moved, that interim power is often the most important part of the statute.

Filing for dissolution does not erase contractual rights. If a shareholder agreement contains a deadlock or buy-sell mechanism that complies with the statute, a shareholder’s right to start that mechanism survives a dissolution filing on the deadlock-type grounds or a buyout election. Reading the shareholder agreement before choosing a filing strategy is therefore not optional.

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

The Andrew M. Schwartz Legal Team is a business and real estate litigation firm representing business owners, investors, and families in Broward County, Palm Beach County, and across South Florida. Andrew M. Schwartz, the firm’s founder, was admitted to The Florida Bar in 1989 and has spent 37 years in litigation, with a practice built around complex contract disputes, business divorces, and conflicts among 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.

Sundeep Nath, Senior Counsel, is a Northwestern-trained litigator with years of experience in business and real estate cases in both state and federal courts. The firm works as a true legal team: everyone on a matter knows the file, calls are answered, and a strict 24 hour return call policy applies when a lawyer is in court. Clients are often surprised that the firm will tell them when a negotiated resolution serves their goals and budget better than a drawn-out case. Our attorneys are experienced in mediation and arbitration as well as courtroom litigation.

On the trial side, the firm obtained a 32-page final judgment after a 5-day bench trial in Broward County Circuit Court, awarding our client specific performance of a commercial real estate contract. That is the kind of detail-driven, document-heavy work shareholder cases demand, where the outcome turns on the precise wording of an agreement and the history of how the owners actually dealt with each other.

Much of our work comes from referrals by other attorneys, including out of state lawyers whose clients have disputes in Florida. We also represent owners from New York, New Jersey, and Connecticut who hold interests in South Florida companies, and we handle the local court appearances so they are not traveling for every hearing. For companies that want a lawyer involved before a dispute starts, our outside general counsel program includes service as the company’s registered agent.

Common Shareholder Conflicts We See in Closely Held Companies

• Minority Shareholder Freeze-Outs: A majority owner stops paying distributions, removes a minority holder from management, or withholds financial records, leaving the minority shareholder with a stake that produces nothing and cannot be sold.
• Breach of Fiduciary Duty: Officers or controlling shareholders who divert opportunities, self-deal, or favor their own interests over the company can face claims, and the remedy may include an accounting and recovery of funds.
• Missing or Diverted Company Money: Unpaid distributions, commingled accounts, disputed capital contributions, and managers who cannot account for funds often call for emergency relief to stop assets from being moved or spent mid-case.
• Deadlock Between Equal Owners: Two 50 percent owners who cannot agree can bring operations to a standstill, and a shareholder agreement’s buy-sell clause, a negotiated buyout, or court-supervised dissolution may be the way out.
• Valuation Disputes in a Buyout: Fair value is rarely agreed on easily. Discounts, goodwill, owner compensation, and real estate held by the company all become contested questions in a forced purchase.
• Breach of a Shareholder Agreement: Transfer restrictions, voting provisions, non-compete terms, and buy-sell triggers are enforced according to their wording, and those cases often depend on the parties’ course of dealing.
• Family Business Disputes: Siblings who inherited shares, parents and children with different plans for the company, and in-laws who share ownership face control and compensation questions that carry personal weight alongside the financial stakes.
• Company-Owned Real Estate: Many Broward closely held companies hold the building they operate from, so a shareholder dispute can overlap with title questions, leases, or a partition claim if the property is held by the owners directly.

What to Do When the Owners of Your Company Are at War

Start by getting the documents in one place: the articles of incorporation, bylaws, any shareholder agreement, stock ledgers, minutes, tax returns, and whatever financial statements you have received. Your rights as a shareholder usually begin with those papers, and many of them contain buyout formulas, notice requirements, or dispute resolution clauses that control the next move. Do not wait to see whether tensions cool before reading them.

Preserve evidence the ordinary way. Keep copies of emails, bank statements, and records of any distribution you were denied or any transaction you question. Do not remove company property or access accounts you are not authorized to use; a self-help move can hand the other side a counterclaim and undermine a credible case.

Be careful about timing. Contract claims founded on a written instrument carry a five-year limitations period in Florida, while claims not founded on a written agreement have four years, and a fraud claim runs four years from discovery, subject to an outer cap of 12 years. A claim to specifically enforce a contract carries a one-year period, which surprises owners who assume they have years. Because the limits differ by claim type, a short consultation early in a dispute is worth far more than the same conversation after months of delay.

Where the case is filed depends on the amount in controversy and the relief sought. Disputes above the county court ceiling are heard in circuit court, and a shareholder dispute involving company dissolution is typically a circuit court matter. A Lighthouse Point company is generally litigated in the Seventeenth Judicial Circuit in Broward County, whose circuit civil division sits at the Central Courthouse in Fort Lauderdale, with regional courthouses elsewhere in the county. The circuit also has a complex business division that handles dissolution of certain business entities and large business litigation, and a case can be directly filed into it through the circuit’s administrative order procedure. Some matters involving diverse parties or federal claims belong in the United States District Court for the Southern District of Florida, which holds court in Fort Lauderdale and West Palm Beach.

Decide early what you actually want. Some owners want out at a fair price; some want the company to continue under new management; some want an accounting of missing money. Each goal points to a different filing and a different timeline, and the right choice often includes negotiation or mediation alongside the lawsuit. The most common mistake we see is an owner who files for the most dramatic remedy available without asking whether it serves the real goal.

Frequently Asked Questions About Lighthouse Point Shareholder Disputes

What counts as a shareholder dispute?

It is any conflict among the owners of a corporation over control, money, or the company’s direction. Common examples include denied distributions, exclusion from management, disputes over buyout terms, and claims that an officer or majority holder has acted for personal benefit.

Can a minority shareholder force the company to buy their shares?

Not automatically. A minority shareholder can ask a circuit court for dissolution on the statutory grounds, and the corporation or other shareholders may then elect to buy the petitioner out at fair value. Whether that happens depends on the grounds, the agreement among the owners, and the facts of the case.

What is fair value in a forced buyout?

The parties first try to agree. If they reach agreement within 60 days after the first buyout election is filed, the court enters an order on those terms. If not, the court decides, and valuation experts and the company’s financial records usually drive the result.

Can I stop a partner from moving company money while the case is pending?

Often, yes. A court handling a dissolution proceeding can issue injunctions, appoint a receiver or custodian, and take other action to preserve corporate assets. Emergency relief is a standard tool when funds are at risk.

Do I have to go to court to resolve a shareholder dispute?

No. Many disputes are resolved through negotiation, mediation, or arbitration, especially if the shareholder agreement requires it. Our attorneys handle both alternative dispute resolution and courtroom litigation and pursue the route most likely to meet your goals efficiently.

How long do I have to file a claim?

It depends on the claim. A claim founded on a written agreement has five years, an oral or implied contract claim has four, fraud runs four years from discovery with an outer cap of 12 years, and a specific performance action has one year. Because the clock differs by claim, timing should be checked early.

Does a shareholder agreement change my right to sue for dissolution?

It can. If the agreement has a compliant deadlock sale provision, your right to start that process remains available even after filing for dissolution on certain grounds or after a buyout election. The agreement may also require mediation or arbitration before suit.

What if the company owns the building where it operates?

Then real estate issues can sit alongside the shareholder dispute. Depending on how title is held, a partition action, a title or quiet title claim, or a lease dispute may be part of the picture, and our firm handles real estate litigation as well as business litigation.

I live out of state but own shares in a Broward County company. Can you handle the case?

Yes. We regularly represent clients from New York, New Jersey, and Connecticut with business or real estate interests in South Florida. We handle the Florida court proceedings and keep you informed so you do not have to travel for every hearing.

Is it worth hiring a lawyer for a smaller company with only a few owners?

Often the smallest companies are where a lawyer matters most, because the owners’ relationships and the company’s money are tightly intertwined. An early review of the corporate documents can sometimes resolve a dispute through a negotiated exit before it becomes a lawsuit.

Can I bring a claim if the other owners are family members?

Yes. Family ownership does not remove the legal claims, but it changes how they are handled. We approach these cases with discretion while protecting our client’s financial interests at each step.

Serving Shareholders Across Lighthouse Point and Broward County

Our work for Lighthouse Point shareholders starts in Broward County, where the Seventeenth Judicial Circuit handles the cases, and extends to the neighboring communities where owners live and companies operate. From Lighthouse Point we serve owners in Pompano Beach, Deerfield Beach, Hillsboro Beach, Sea Ranch Lakes, Oakland Park, Wilton Manors, and Fort Lauderdale. Farther across Broward County we represent clients in Coral Springs, Parkland, Coconut Creek, Margate, Tamarac, Lauderhill, Plantation, Sunrise, Davie, Weston, Hollywood, and Hallandale Beach.

Just north, our attorneys also serve business owners across Palm Beach County, including Boca Raton, Delray Beach, Boynton Beach, Lake Worth, West Palm Beach, and Palm Beach Gardens. Owners who live in New York, New Jersey, or Connecticut but hold shares in a South Florida company are welcome as well.

Speak With a Lighthouse Point Shareholder Dispute Lawyer

When owners cannot agree and the company’s money, control, or future is in question, early advice shapes everything that follows. A Lighthouse Point shareholder dispute lawyer at the Andrew M. Schwartz Legal Team can review your corporate documents, explain the buyout and dissolution options Florida law provides, and tell you plainly which path fits your goals and budget. Call us to schedule a consultation about your situation.