Partnership Litigation

Partnership Litigation

Our partnership dispute litigation attorneys are well-versed in complex breach-of-fiduciary-duty matters, business divorce litigation, and disputes stemming from complex partnership accounting and partnership agreement provisions.

• We are a sophisticated boutique trial firm, hyper focused on advancing our clients’ litigation interests in partnership dispute litigation.
• Our trial attorneys have been recognized nationally and internationally, including being named to U.S. News and World Report’s Best Lawyers in America list, Super Lawyers, and recognized by Chambers & Partners as among the leading attorneys in the United States, as well as recognized as the “Leading Tax Controversy Litigation Attorney of the Year” for the State of Texas.
• Our litigation attorneys include former government trial attorneys, former law clerks to federal judges, law professors, and dual-credentialed CPAs with deep experience in complex financial reporting, accounting, and fraud. Nearly one-third of our attorneys serve as law professors at tier-one law schools.

Business Litigation is Our Business

Freeman is a “go-to” partnership dispute litigation firm—trial counsel for the cases that count. Our partnership dispute attorneys bring significant experience in complex partnership accounting and partnership agreement provisions, as well as breach-of-fiduciary-duty matters. Well-versed in high-stakes litigation, our attorneys are trial-ready and battle tested; we’re ready when you are.

Partnership Disputes

We are often brought in to represent general or limited partners, LLC members, and other closely-held businesses in complex corporate and partnership litigation matters. We have extensive experience litigating claims for breaches of fiduciary duties and other claims in partnership litigation.

Our unique and in-depth understanding of partnership agreements, capital accounts, and partnership accounting position us to forensically analyze partnership disputes with clinical insight, seeing issues that others miss.

A Deep Understanding

Our partnership litigation attorneys bring a unique and sophisticated substantive understanding of the business, legal, and accounting issues involved in partnership disputes. Our attorneys are well-versed in partnership capital accounts rules and unique partnership provisions that can impact a partnership dispute. Many bring a forensic accounting background that influences and expands their ability to take creative and strategic approaches to complex partnership litigation.

We Try Cases- We Win Cases

Freeman is a sophisticated trial boutique, hyper focused on advancing our clients’ litigation interests in partnership disputes. We are committed to delivering world-class counsel in the courtroom using bold, tactical, state-of-the-art approaches to litigation. Our attorneys bring big-firm talent, think-tank intellect, and analytical precision.

Clients need a winning strategy. Our experienced litigators employ creative, trial-tested strategies that position clients for courtroom success. We craft detailed strategies and trial plans designed to convey the most impactful, psychologically moving themes and storylines—moving juries to action.

Our attorneys are not just litigators—they are trial attorneys. We instill and cultivate a difference, creating a focus on the end-game from the beginning.

Clear and Focused

We are client-focused problem solvers. Tireless advocates that work best under pressure, we are committed for the long haul, and relentless in our pursuit of justice.

Our award-winning attorneys make the complex clear, bringing the issues and facts into focus with perspective and clarity.

Strategic

The right move at the right time can mean the difference between the right outcome and the wrong one. Strategic victories are no accident. We begin thinking through the end game from day one. And we have tactical trial experience built on strategic approaches that keep the big picture in mind.

The Right Litigation Model

We were built to take on anything—from the largest law firms to the Department of Justice. And we are rewriting the odds in complex, high-stakes litigation one case at a time. We leverage technological advances; eschew wasteful staffing; and employ collaborative, end-result-driven litigation systems that avoid knowledge segregation and enhance ideation.

We represent a paradigm shift—a change in the historic litigation model. We believe that the trial boutique model simply outperforms the large-firm approach. The ability to scale trial preparation has never been greater. Intelligently designed law firm models can not only go up against the largest firms and parties, they can—and should—win. Indeed, the boutique model offers advantages that larger firm models simply can’t match.

Authentic

We pledge transparency and authenticity, bringing candid, pull-no-punches trial strategies that home-in on the issues that matter. Though often overlooked, authenticity is the single most impactful virtue in a trial lawyer. Without it, the best laid plans and preparations are lost. When the issues are make-or-break, trust our attorneys to see them through.

Legal Acumen

Our attorneys bring big-firm talent and backgrounds, think-tank intellect, and analytical precision. Our trial attorneys are not only skilled advocates, they are steeped in substantive expertise gained from years of experience in the trenches. We provide sophisticated representation and penetrating legal acumen.

Driven

Our firm’s founding principles and vision of exceptionalism permeate throughout our litigation and trial practice. We are driven by uncompromising attention to detail and a desire to exceed expectations.

Ready for the Moments that Matter

Every Freeman attorney participates in the firm’s Trial College, a rigorous training program focused on trial advocacy and procedure. Our attorneys are experienced, trial-honed, and ready for the moments that matter.

Freeman represents clients in complex partnership litigation, including fraud, breach-of-contract, fiduciary duty, and other disputes. With our historic background in white-collar litigation—both civil and criminal—we are uniquely positioned to represent clients in matters involving embezzlement, fraudulent transfers, fiduciary breaches, and other complex financial disputes.

We are business-minded and client-centric. Our client’s objectives drive our strategy. We offer skilled and practical insight to vindicate and defend our clients and their causes during high-stakes disputes.

Our skilled trial counsel regularly resolve sophisticated business disputes, representing clients in courthouses and arbitration throughout Texas and across the country. Many matters entrusted to us require managing outside factors and mitigating collateral consequences, such as parallel regulatory investigations. We offer skilled and practical insight to navigate our clients and their causes during high-stakes disputes.

People and firms engage in partnerships to combine their resources to produce a good or service and create profits. They generally begin with good intentions. But misunderstandings, disagreements, and even unlawful conduct can lead to conflicts that sometimes require formal dispute resolution mechanisms and the involvement of legal counsel.

In a partnership conflict, one of the main factors that drives an attorney’s selection of claims and defenses is the type of partnership or company involved and, concomitantly, the statutory or contract rights that define the client’s ownership interest. In fact, an important question in business disputes can be whether a partnership exists in the first place, or whether the parties had only a contractual relationship. Even if it is unintentional, in certain circumstances conduct can lead to a determination that a partnership exists.

In a “partnership of equals,” an unhappy partner may have the right to seek withdrawal of its ownership interest and a mandatory buyout. Depending on the circumstances, court supervision may be important to “keep all sides honest” during or after the process, and competent counsel can be important to protecting a withdrawing party’s rights. When some partners have greater control than others, such as in the case of a limited partnership, partnership conflicts often turn on whether controlling partners are abusing the rights of minority partners. This can involve rights to information, rights to approve or block certain types of actions, and rights to receive dividends or other distributions.

If withdrawal or a buyout cannot be negotiated or required, it may be possible to force or seek a dissolution of the company. In the context of a desired separation, disputes will often center on issues of valuation. See our BUSINESS DIVORCE PAGE for more information regarding business separations.

The following types of claims are among those that frequently arise in the partnership litigation context:

• Breach of Fiduciary Duty: Within certain limits, fiduciary duties can be modified by contract and their scope may vary depending on the applicable statute (i.e., an LLC or partnership statute of a given state). Nevertheless, as a general matter, partners owe one another strong fiduciary duties and fiduciary duty claims often arise in partnership disputes. See our FIDUCIARY DUTY PAGE for more information.
• Breach of Contract | Breach of Partnership Agreement: If a controlling parties conduct is not consistent with the relevant company or partnership agreement, minority owners can sue for breach of contract. Typically, please agreements will spell out the duties, rights, restrictions, and obligations that apply held by the various owners. When they do not, partnership or company statutes and common law fill in the gaps to provide a default contract on which partners can sue.
• Misappropriation: When controlling partners’ conduct against the business or owners of minority stakes cross over the line into criminal or quasi-criminal conduct, minority partners are not powerless but can seek injunctive relief in addition to suing for damages. In doing so, obtaining relief and avoiding harm to the business can require a delicate balancing of interests. Freeman Law’s team is well suited to guide clients in these circumstances given its experience in white-collar criminal defense and the know-how of its dual-credentialed CPA-attorneys.
• Fraud or Misrepresentation: If a controlling partner or company made misrepresentations in connection with an ongoing business and a partners’ reliance on those misrepresentations caused her harm, the partner may be able to sue for misrepresentation. If at the outset of an investment outlay or business formation, a company’s or a partner’s false misrepresentations caused a minority partner to invest, there may be a right to recover damages or to rescission under state and federal securities laws.
• Non-Compete Covenants: Partnership litigation can frequently involve express covenants not to compete.