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Problems Buying out shareholder

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We are an S-corp with 3 major shareholders and 1 minor shareholder. We have a great setup, sell a high tech software product, have no liabilities and none of us had to invest any money in the corporation - just work. Our agreement was that ownership was related to work effort and intellectual contribution. One major partner (28% share) essentially stopped any contribution Jan 1, 2000. We want to buy him out for 28% of our current bottom line. He refuses and wants nearly double, thinking that we are now starting to make real money and that he deserves more even though he no longer contributes. What recourse do we have. Can he attempt to sue the company for more ? Can he prevent us from disolving the company or selling the company to a newly incorporated one that does not include him ? We are incorporated in Virginia.


Senior Member
You'll need a lawyer to help you, but this is like a small shareholder family, and family fights get sticky. They can TOTALLY mess your corporation up.

Presumably he does not want to be bought out now. Or if he does, he wants more than 28% of the cash in the bank. As with any start-up that's not a measure of value. Nor are current profits.

This is intended as general information only and NOT LEGAL ADVICE. You are not my client, and I have no obligation of any kind to you. To retain a lawyer, go to http://AttorneyPages.com

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