Legal Question in Business Law in California
am shareholder in private biotech company whose majority of shares are owned by one individual. We need to hire more staff and personnel to prepare for IPO. He won't spend the money, so we are in limbo - can't move forward. We will die soon. Is there any recourse for the rest of the shareholders?
1 Answer from Attorneys
Unfortunately, it is not possible to answer your question based on the information you provide. Much depends on what percentage the remaining shareholders own, what the company's bylaws say, and what the remaining shareholders want to do. It also depends on what reasons exist by the board of directors for not proceeding with preparations for the IPO, and whether the majority shareholder is somehow unfairly favoring his own interests over those of the minority shareholders. There are likely other factors, but these are the ones that come to mind.
Have you called a corporate meeting to air your grievances, and request an explanation for the delay?
You should speak to an attorney that handles shareholder litigation, and has experience representing minority shareholders. Fair warning: the matter can get expensive, and can damage the company's prospects. Your strategy should likely include positioning this to maximize the chances of an acceptable settlement as quickly as possible.
An attorney that handles regular business litigation may also be able to help you here, as we often have experience in corporate matters as part of our practice.
Cordially yours,
Charles R. Perry
California State Bar No. 124828
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