Andy Contiguglia’s Post

Do you have a shareholder buyout agreement for your business? Consider this scenario: You start a corporation with 4 partners, and each person has an equal share. One partner is pushing to be bought out a year later, but there is nothing set in stone about how much to pay them. https://lnkd.in/dHD6RRP7 #businesslaw #shareholders

Having a shareholder buyout agreement at the outset will help to minimize and prevent conflict down the line. Here are some points that you’ll cover with a business lawyer when developing a shareholder buyout agreement. https://bit.ly/3ACzC80 #businesslaw

Having a shareholder buyout agreement at the outset will help to minimize and prevent conflict down the line. Here are some points that you’ll cover with a business lawyer when developing a shareholder buyout agreement. https://bit.ly/3ACzC80 #businesslaw

When a solvent business is placed into liquidation by its shareholders it’s often because the directors want to retire, or perhaps due to the business having no further purpose. The process used is called Members’ Voluntary Liquidation (MVL), and it ensures the company closes down in an orderly manner. If there are only two equal shareholders, however, and they don’t agree on whether the company should be liquidated, the situation is more complex. It may be difficult to resolve without taking positive action, so can a 50-50 shareholder put a company into liquidation without the agreement of the other person? https://lnkd.in/diykt9j

I wrote this article six months ago and it’s just as current today. We are constantly being contacted by clients who have fallen out with their business partner(s) and want to know how they can buy them out or be bought out. The short answer is that without a Co-Ownership Agreement with well drafted forced buyout provisions - the other party has to agree to the exit or a Court has to order the exit. That’s why it’s so important to have a well drafted Co-Ownership Agreement in place. If there isn’t a Co-Ownership Agreement, then not all hope is lost. But getting good advice to negotiate the exit strategically is critical. https://lnkd.in/g9PwKXzY

In our latest Legal Insight, Corporate & Commercial Solicitors, Adele Patterson and Emma Coey explain what a Shareholders Agreement is, why it is important for the effective operation of a business, and how you can go about putting one in place. https://lnkd.in/ez5QnTMr #corporatelaw #corporatelawyers #shareholders #shareholdersagreements #nibusiness

Thinking of buying or selling a business? Act now! As we approach the new year, are you considering buying or selling a business? Timing is crucial. Completing your transaction before April can open up significant opportunities, ensuring your deal can be completed prior to changes in taxation. At Strutt Business Law, we’ll guide you through every step with a calm, considered approach, ensuring no detail is overlooked. With our collective experience, we specialise in making complex transitions seamless. Don’t wait— get in touch today to set the wheels in motion. Find out more here - https://lnkd.in/eYeHjGKq #StruttBusinessLaw #BusinessLaw #MergersAndAcquisitions #LegalAdvice #BusinessGrowth #BusinessPlanning

𝐅𝐨𝐥𝐥𝐨𝐰𝐢𝐧𝐠 𝐚 𝐛𝐢𝐠 𝐐1 𝐫𝐞𝐛𝐨𝐮𝐧𝐝, 𝐭𝐡𝐞𝐫𝐞 𝐚𝐫𝐞 𝐫𝐞𝐚𝐬𝐨𝐧𝐬 𝐭𝐨 𝐛𝐞 𝐨𝐩𝐭𝐢𝐦𝐢𝐬𝐭𝐢𝐜 𝐚𝐛𝐨𝐮𝐭 𝐭𝐡𝐞 𝐨𝐧𝐜𝐞-𝐟𝐥𝐨𝐮𝐧𝐝𝐞𝐫𝐢𝐧𝐠 𝐔.𝐒. 𝐌&𝐀 𝐦𝐚𝐫𝐤𝐞𝐭. Per Reuters, while deal volume may have been down from past years, the return of the mega-deal helped boost the total value of global announced M&A deals in the first quarter to $797.6 billion, a whopping 38% increase from Q1 of 2023. The renewed optimism across the U.S. deal space was evidenced by the fact that 61% of global deals had some kind of U.S. involvement, and with private equity investors in particular seemingly much more willing to go in on big-ticket M&A transactions, it's not unreasonable to think that this momentum could carry into Q2 and beyond! #mergersandacquisitions #legalmarket #privateequity https://lnkd.in/efNtsQEh

#LawyersofLinkedIn, Tune into this webinar hosted by Jacob Murad of KPA Lawyers Professional Corporation as he presents best practices for buying and selling private businesses in Ontario, and demystifies the procedural complexities of private business transactions. The presenter gives an overview of mergers and acquisitions, addresses due diligence, drafting non-disclosure agreements (NDAs), letters of intent (LOI), and share purchase agreements. He also discusses key legal aspects, like ownership review, valuation methods, and the differences between share and asset purchases. He shares practical steps for closing and post-closing matters, including working capital adjustments and contract reviews. Jacob Murad emphasizes the importance of negotiating payment terms, managing disclosure schedules, and considering working capital needs, which can often become litigated issues. Additionally, he provides templates for long-form share purchase agreements, and examines other essential documents lawyers need to be familiar with. Need CPD hours? You can watch the full program on-demand at CPDonline.ca when you get a low cost subscription! Save 50% on your 2024 CPD when you enter the code '2YEAROFF'! https://lnkd.in/eD4fPNbS #Law #lawstudents #lawyers #lawfirmmarketing #lawyerlife #lawyering #lawsuits #lawandlegislation #legalissues #legalprofession #paralegals

Big changes are here for Delaware corporate law! In response to recent court rulings, Delaware has amended the General Corporation Law (DGCL), impacting stockholder agreements, Board approvals, and mergers. If you’re involved in corporate governance, it’s crucial to understand how these updates could affect your business. Don’t miss the key takeaways for corporate counsel, shared with us by Brad Hickey, in our latest DE Insight. #CorporateLaw #DGCLUpdates #LegalInsights #DEinsights https://lnkd.in/d7PbesUf