Corporate and Shareholder Disputes
Corporate and shareholder disputes turn on figures generated by the company itself: profits distributed, the value of ownership interests, accounts between partners, and the financial effect of decisions made by officers.
Context of application
In these conflicts, the parties typically have unequal access to information. A withdrawing partner or a minority shareholder depends on documents held by management, while the company needs to demonstrate that its own records are in order. Technical analysis helps define what needs to be examined, and how.
When this analysis is needed
- Partial dissolution, exclusion or withdrawal of a partner or shareholder.
- Challenges to profit distribution and the retention of earnings.
- Officers' liability for management decisions.
- Related-party transactions involving the company.
- Disputes arising from shareholders' agreements and partnership agreements.
Questions typically analyzed
- Valuation of a withdrawing shareholder's interest and balance-sheet determination.
- Valuation of ownership interests.
- Officers' duty to account.
- Financial effects of management decisions under challenge.
- Quantification of damages to the company or to its partners.
- Reconstruction of results and intercompany movements within the group.
How SGEx Approaches This
SGEx identifies the criteria set out in the articles of association, the bylaws or shareholders' agreements, organizes the company's documentation, and prepares or reviews the calculations that support the claims and defenses raised.
SGEx does not provide legal advice. Its contribution is technical: organizing the economic, financial, accounting and asset-related facts so that lawyers, companies and parties can understand the substantive dimension of the controversy.
Possible Work and Deliverables
The format is defined according to the case, the proceeding and the purpose of the work.
- Expert opinion on buyout claims or valuation
- Expert report
- Review of a balance-sheet determination
- Expert questions
- Account-examination report
Related Experience
- Investigation and Fraud
Technical advisory on fraud at an investment fund
Examination of irregular transactions that drove an investment fund into insolvency, at the request of counsel for a family of investors in an accounting-for-proceeds action.
- Economic and Financial Expert Analysis
Technical advisory on concealment of amounts in judgment enforcement proceedings
Review of the profits reported by a public-services concessionaire to determine the amount actually owed to a shareholder in judgment enforcement proceedings.
- Corporate, Shareholder Buyouts and Valuation
Technical assistance in the partial dissolution of a company and valuation of a withdrawing shareholder's interest
Technical support for the sale of an equity interest and the valuation of a withdrawing shareholder's stake in a manufacturer of canned foods.
Other SGEx Solutions
Services, specialties, contexts and industries connected to this topic under SGEx's relationship matrix.
Related Services
- Economic and Financial Expert AnalysisAnalysis of values, cash flows, economic assumptions and financial models in disputes and decisions that turn on quantification.
- Disputes, Litigation and ControversiesEconomic, financial and accounting expert support in judicial, arbitral, administrative and pre-litigation controversies.
- ArbitrationTechnical analysis, quantification and expert assistance in arbitral proceedings involving economic, financial and accounting issues.
- Business and Asset ValuationValuation of companies, ownership interests and assets for disputes, corporate transactions, succession matters and court proceedings.
- Accounting Expert ExaminationIndependent expert examination of accounting records, financial statements and calculations, prepared for judicial, arbitral and administrative proceedings.
- Banking Expert ServicesTechnical examination of contracts, statements and calculations in banking transactions, to determine charges, balances and amounts paid.
- Court Calculations and Accounting SupportPreparation, review and challenge of court calculations for law firms, companies and organisations, with validation technology and high-volume production.
- Tax Expert ServicesAccounting and tax examination of assessments, credits, tax bases and amounts in dispute in court and administrative proceedings.
Related Specialties
- Damages, Losses and Economic QuantificationLost profits, actual damages, lost revenue, indemnities and the liquidation of court judgments.
- Corporate Matters, Buyout Claims and ValuationValuation of a withdrawing shareholder's interest, balance-sheet determination, goodwill, business valuation and corporate disputes.
- Contracts and Commercial RelationsEconomic and financial imbalance, contractual disputes, and commercial agency, distribution and dealership agreements.
- Forensic Accounting and AuditAccounting reconstruction, tracing of financial flows, analysis of financial statements, contingencies and fraud investigation.
- Judicial Reorganization, Bankruptcy and InsolvencyPreliminary expert examination, verification and challenge of claims, asset valuation, insolvency and liquidation.
- Wealth, Family and Succession MattersAsset determination and valuation, divorce settlements, probate and estate proceedings, ownership interests and asset tracing.
- Financial Crime and Money LaunderingAccounting and financial examination of fraud, diversion and misappropriation, and of the path funds took to conceal their origin.
Related Areas of Practice
- Civil and Contract DisputesNonperformance, termination, contract revision and civil liability claims in which the controversy turns on monetary values and calculations.
- Wealth, Family and Succession MattersDivorce settlements, probate proceedings and marital disputes that call for the determination, valuation and tracing of assets.
- Tax Litigation and Administrative ProceedingsTax controversies in judicial and administrative proceedings that turn on accounting evidence and the review of tax calculations.
Related Industries
- Construction, Engineering and InfrastructureConstruction works, engineering projects and infrastructure assets subject to cost, schedule and rebalancing claims.
- Insurance and ReinsuranceClaims, loss adjustment, reinsurance treaties and disputes among insurers, policyholders and reinsurers.
- Financial and Capital MarketsFinancial institutions, investment funds, investors and publicly listed companies involved in disputes, valuations and financial reviews.
- Technology and CommunicationsTechnology, telecommunications and digital-services contracts giving rise to disputes over service failures, terminations and losses.
- Hospitality and Real EstateHotels, real estate developments and property assets involved in valuations, corporate disputes and insolvency.
- AgribusinessProducers, cooperatives, trading companies and agro-industrial businesses involved in valuations, succession matters and judicial reorganization.
- Entertainment, Arts and Creative EconomyProducers, artists, publishers, events and cultural projects in disputes over revenue, rights, box office and accounts.
- Games, Esports and Digital EntertainmentStudios, publishers, esports teams, tournament organizers and platforms in disputes over revenue, royalties, valuation and contracts.
Request an Analysis
Describe the technical question, the context in which it arose, and the documents available. This information lets SGEx assess the scope of the work before any proposal.