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.