My husband had 24.5% in a FL. S corp when he died. Can the other two owners refuse to buy or transfer his stock to the estate?

If you have a probate attorney you need to have him/her file a legal action to enforce the terms of the buy/sell agreement or engage a business litigation attorney to do so. The purpose of the agreement is to define the purchase price to avoid this very issue - to make it easy to buy/sell the stock of a deceased shareholder. I would not budge one bit from the stated buy/sell price that your husband and the other partners negotiated in good faith - they can't change their tune now. I am sorry for your loss and how this has compounded the emotions. He is not right there but a very good estate/business attorney is James Nici at the law firm of Cox & Nici in Naples.

Good luck.
LEGAL DISCLAIMER
Mr. Post is licensed to practice law in KS and MO. The response herein is not legal advice and does not create an attorney/ client relationship. The response is in the form of legal education and is intended to provide general information about the matter within the question. Oftentimes the question does not include significant and important facts and timelines that if known could significantly change the reply unsuitable. Mr. Post strongly advises the questioner to confer with an attorney in their state in order to ensure proper advice is received.

Since they are in control of the company they may believe they can do what ever they want. The reality is that you will need to bring a lawsuit to enforce the terms of the buy-sell provision (since they are unwilling to reach a compromise). That may be the only way to show them you are serious and bring them to the table and settle the matter. If you need further assistance please do not hesitate to contact me directly at 941 928-0310.

You need to talk with a Probate lawyer and review the buy sell agreement to determine how the value should be set.


David Goldman
Apple Law Firm PLLC
331 East Monroe Street
Jacksonville, FL 32202

Tel (904) 685-1200 Fax (904) 212-0678

http://www.JacksonvilleLawyer.pro/ - Download a free Florida Probate handbook
http://www.GunTrustLawyer.com/
http://www.FloridaEstatePlanningLawyerBlog.com/

I am having the same problem. My husband was a 33% shareholder in a s corp. They had 4 million in distributions come in, never notified me. I found out inadverently. When I confronted the other 2 partners they said they "gifted" them back to the company. I think it's all a lie. Let me know if you hear anything. My husband had 9 other partnerships w/ these thieves. I'm just getting started