Expert Advice When You Need It Most
Private SecuritiesI am a sharholder of a successful company. In the Shareholders Agreement, I can sell my stock to other investors, however, the Board has Right of First Refussal. They have made it very difficult for me to do so. For example, they are not willing to give any infomration to potential buyers. Although, they have made me offers, I believe they have been an obstacle in my quest to liquidate my stock. Would a Derivitive Suit be appropriate. Thanks you. Attorney answers (2)
Reputation Level 16
Answered over 2 years ago.
Estate Planning Attorney in Fort Lauderdale, FL.
Consult with a corporate litigation attorney on this. I am an injury attorney; so this is out of my field of practice. But, I think a derivative suit is more appropriate in a setting where you and the other shareholders feel that the board is breaching its fiduciary duty to the company. Your situation is more along the lines of a tortious interference with a contract or an injunction.
Dennis Phillips, Esq. www.inawreck.com. Negligence is no "accident" (TM) Million Dollar Advocates Forum, Mensa, Florida Bar, American Association for Justice, Florida Justice Association, Palm Beach County Justice Association, Broward County Justice Association
Add comment
Reputation Level 15
Answered over 2 years ago.
Corporate / Incorporation Lawyer in Bethesda, MD.
The answer to this depends upon the Shareholder's Agreement. You should immediately retain an experienced business attorney who is familiar with the securities and corporate laws in the state of incorporation. In most Shareholder's Agreements that I have written, the right of first refusal gives the Company a right to match an offer from an outside buyer. With respect to information, as a shareholder, you are entitled to information from the company. If the company refuses to get you the information you need, a letter from your attorney threatening a lawsuit should be sent to the company. It is important that you hire counsel, and follow up aggressively.
Related Questions3 Attorney answers: 
Asked by a user in Los Angeles, CA - 7 months ago. 1 Attorney answers: 
Asked by a user in Southwest Ranches, FL - almost 3 years ago. 2 Attorney answers: 
Asked by a user in Santa Cruz, CA - over 1 year ago. Find Prenuptials Lawyers |