Litigating the Business Divorce (BNA 2016) is now available for pre-order from the Bloomberg BNA website. The book is co-authored by Business Law Basic author and Berger Harris partner Brian Gottesman.
From the publisher's description:
How do you separate multiple business partners when there is only one business? A “business divorce”— the legal separation of the owners of privately held business entities—can involve many unique aspects, as the proceedings often involve companies run by the actual founders, family members, or longtime friends. Complicating matters further, state laws authorize different types of business entities, and the laws regarding their termination can differ greatly.
Litigating the Business Divorce, written by more than 15 contributors who are authorities in the field, covers all aspects of business divorce, including:
- Pre-suit considerations, such as where to file suit, which state’s law will apply, and the methods available for obtaining information about privately held business entities
- Effectuating a split using dissolution in its various forms, both voluntary and involuntary, as well as other methods like dissociation, freeze-out mergers and reverse stock splits, available in certain states and with certain entities
- Possible ways to challenge an effort to split a business
- Common claims in business divorce cases, such as breach of fiduciary duties, misappropriation of trade secrets, minority oppression, claims under buy-sell agreements, and breach of non-compete and other similar agreements
- An entire chapter devoted to common damages and valuation issues, as well as some of the less common issues
- Coverage of “pre-nuptial” protective measures intended to deter litigation by agreeing in advance on issues such as dissolution upon specified events, breaking deadlocks in management, covenants not to compete, and buy-sell agreements