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Disputes Over Business Dispositions

Business dispositions can involve everything from the sale by a Fortune 100 company of a major division to the dissolution of a small partnership. Regardless of the size of the transaction, however, difficult issues can arise whenever a business is sold or dissolved. Miles & Stockbridge lawyers are experienced in litigating the complicated indemnity, valuation and contractual issues that arise out of business dispositions. Our lawyers have handled contested business dissolution cases involving the members of limited liability companies, limited partnerships, S corporations and a variety of other entities, in businesses ranging from health care to real estate. Such cases often involve allegations of breach of fiduciary duty, theft or concealment of business assets and similar business torts. Whatever the issues, we have the depth of experience to resolve them effectively. Because tax considerations ultimately drive the original entity choice, we have been successful at using the firm's substantial tax experience to craft tax-driven settlements even during trial. In other instances, we have used fair valuation models to resolve disputes alleging unfair dealings on the part of board members in a cash-out or merger. Our goal in any dissolution is to combine an efficient liquidation of assets with a settlement of outstanding claims.