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Managing Litigation Risk During the Business Lifecycle, Part 7: Deadlock, Dissolution, and Business Break-ups

In the lifecycle of a closely held company—whether a limited liability company, a small corporation, or a joint-venture partnership—there are critical transitions that expose a business and its owners to considerable litigation risk. Among the most challenging are deadlocks among owners and the dissolution or break-up of the company. In this seventh installment of PilieroMazza’s blog series, “Managing Litigation Risk During the Business Lifecycle,” we discuss steps businesses should take now to avoid costly stakeholder deadlocks and explore how to . . . Read More

Managing Litigation Risk During the Business Lifecycle, Part 6: Minority Stakeholder Interests and Oppression

There is a common misconception that ownership equals control. But in many businesses—especially those participating in the Small Business Administration’s (SBA) 8(a), Women-Owned Small Business (WOSB), or Service-Disabled Veteran-Owned Small Business (SDVOSB) programs—the reality is far more complex. As companies grow, take on investment, or bring in new members, questions of ownership rights, decision-making authority, and fiduciary duties become increasingly fraught. For minority stakeholders, the risk of being sidelined is real. And for majority owners, mismanaging that balance can trigger . . . Read More

Managing Litigation Risk During the Business Lifecycle, Part 5: Fiduciary Duties

Litigation risk is an unavoidable aspect of running a business, but with thoughtful planning, exposure can be significantly reduced. From contractual disputes to employment disputes, potential legal challenges can arise at every stage of a company’s growth. Among these challenges, disputes involving fiduciary duties pose a particularly serious risk, potentially exposing both the business and its leaders to substantial liability and reputational harm. In this fifth installment of PilieroMazza’s blog series, “Managing Litigation Risk During the Business Lifecycle,” we explore fiduciary . . . Read More

Managing Litigation Risk During the Business Lifecycle, Part 4: M&A Transactions with Government Contractors

Transactions that involve government contracts carry a unique set of challenges. Unlike a typical merger or acquisition, deals involving government contracts require the navigation of a complex web of federal laws, regulations, security requirements, and procurement nuances that substantially impact valuation, integration, and post-closing operations. As such, in the due diligence process, it is imperative to conduct tailored due diligence to identify red flags and key value drivers that could impact the proposed transaction and reduce the risk of post-closing . . . Read More

Managing Litigation Risk During the Business Lifecycle, Part 3: Derivative Actions

While litigation risk is an unavoidable aspect of running a business, business owners can limit such risks with early planning. In this third installment of PilieroMazza’s blog series, “Managing Litigation Risk During the Business Lifecycle,” we explore the impacts of derivative actions and the proactive steps that business owners can take to avoid them. Visit this link to access Part 1 in this blog series (Entity Formation and Organization) and this link to access Part 2 (Business Acquisition and Post-Closing Disputes). What . . . Read More

Managing Litigation Risk During the Business Lifecycle, Part 2: Business Acquisition and Post-Closing Disputes

There’s a tongue-in-cheek joke within the legal industry that transactional lawyers create the problems, and the litigators get paid to clean them up. It’s a cautionary reminder to transactional lawyers: if the dealmaking process is not precise (or well-documented), then the risk of post-closing litigation is increased. In this second installment of PilieroMazza’s blog series, “Managing Litigation Risk During the Business Lifecycle,” we explore how a company acquiring another company can minimize litigation risk by taking a methodical and thoughtful . . . Read More

Managing Litigation Risk During the Business Lifecycle, Part 1: Entity Formation and Organization

Starting and operating a business—whether a small business, startup, or government contractor—involves a myriad of risks, many of which can lead to costly and potentially damaging litigation. While these risks evolve over the life of a company, early-stage businesses, especially those in the process of entity formation and drafting corporate governance documents, are particularly vulnerable. In this first part of PilieroMazza’s blog series, “Managing Litigation Risk During the Business Lifecycle,” we explore how understanding these risks and taking proactive steps . . . Read More