Partnership and Shareholder Disputes
A dispute among owners is different from any other business dispute. The parties are tied together by an operating agreement, a partnership agreement, or a shareholder relationship, and often by years of shared work—which means the conflict touches not just money but control of the company itself. Resurgens Legal Counsel represents owners of closely held Georgia businesses when those relationships break down, whether the goal is a clean separation, the protection of a minority stake, or control of the company’s future.
These cases are frequently described as a “business divorce,” and the comparison is apt. Emotions run high, the financial stakes are concentrated, and the wrong move early—locking a partner out, draining accounts, signing deals without authority—can define the entire dispute. We bring order to that moment and a strategy built around the outcome you actually need.
What We Handle
We represent partners, members, and shareholders in matters including:
- Owner deadlock and disputes over the control and direction of the company
- Minority owner freeze-outs, exclusion from management, and withheld distributions
- Breach of fiduciary duty by majority owners, managers, officers, or directors
- Buyouts, buy-sell agreement enforcement, and disputes over the value of an ownership interest
- Derivative actions brought on behalf of the company against those who have harmed it
- Judicial dissolution of a corporation or of an LLC
- Disputes over operating agreements, partnership agreements, and bylaws
- Self-dealing, diversion of company assets or opportunities, and competing ventures
Where the conduct involves deception or theft, these claims often overlap with our work in business torts and fraud; where they turn on the language of an agreement, with our contract disputes practice.
How We Approach the Work
Owner disputes are won on two fronts: the governing documents and the leverage. We start with the operating or partnership agreement, the bylaws, and any buy-sell provisions, because those documents usually control how—and at what price—an owner can be bought out or forced out. Where the documents are silent, Georgia’s default statutory rules fill the gap, and those defaults often surprise the parties who never read them.
Valuation is frequently the real fight. What an ownership interest is worth can swing dramatically depending on the standard applied, whether minority and marketability discounts come into play, and which financial experts the court credits. We build the valuation case early and pair it with the litigation leverage—a credible dissolution petition, a derivative claim, or a fiduciary-duty action—that brings the other side to a sensible number. Most of these disputes resolve in a negotiated buyout; preparation is what determines the terms.
Who We Represent
We represent majority and minority owners, departing partners and the ones who remain, and the company itself. If you are being squeezed out of a business you helped build, we can pursue your right to fair value and hold those in control accountable for their duties. If you are the majority owner facing a disruptive or underperforming partner, we help you protect the company and structure a defensible exit. The common thread is a separation that lets the business, and the people in it, move forward.