Welcome to my corner of the Garden State Gavel, Fox Rothschild LLP's New Jersey commercial litigation blog (or "blawg" if you're into the whole trendy-naming-convention thing). My name is Jake Perskie and I am a fourth-generation New Jersey lawyer practicing in the area of complex commercial litigation. If so inclined, you can read more about me here. I hope that this will be a place to discuss both novel and recurring legal issues facing those doing business in New Jersey. At least, that's the plan.
First up: shareholder disputes, the dreaded business divorce. Whether you do business as a partnership, limited liability company, or closely-held corporation,1 looming large is the threat that sooner or later (but hopefully never) you and your business associates will have a falling out.
Sometimes the problem is failure: "We're not making any money and I no longer want to do business with you." Sometimes the problem is success: "We're making good money, but you're spending it all on fancy dinners, your country club membership, and needless trips to boring conventions." Sometimes the problem is death: "Working with Bob was great, but ever since Bob passed and Bob Jr. took his place, things around here have been a disaster."
Because in any of those circumstances, an ounce of prevention is worth a pound of cure, the first of this three-part series will answer the questions: Why do I need an operating agreement? Why do I need a partnership agreement? And, why do I need a shareholders' agreement? The second part of my series will cover: What should my operating/partnership/shareholders' agreement say? And, the third part of my series will cover what to do when the rubber meets the road, i.e., "I need to sue my partner." Or, "My partner is suing me."
Welcome. Hang around, check some of our other excellent blogs, and keep your eyes peeled for the first installment of my primer on New Jersey shareholder disputes and business divorces. Hope to see you again soon.
Footnote
[1] Shareholder disputes in the context of publicly-traded corporations are another topic for another time.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
