Legal Question in Administrative Law in Florida

Corporation over vote

Our company has 3 equal owners. We have a opurtunity to sell to another company. 1 of the owners disagrees with the decision. We all own equal amount of stock. The company is having finical struggles. This gives us the oppurtuniy to get out before we have to file bankruptucy. This partner will not sign a consolidation loan to help the company. The partner said he will block the deal and sue us. Can he be out voted and we proceed on.


Asked on 1/17/06, 7:07 pm

1 Answer from Attorneys

Randall Gilbert Gilbert & Caddy P.A.

Re: Corporation over vote

NOTE: This communication is not intended as and should not be interpreted as legal advice. Rather, it is intended solely as a general discussion of legal principles. You should not rely on or take action based on this communication without first presenting ALL relevant details to a competent attorney in your jurisdiction and then receiving the attorney�s individualized advice for you. By reading the �Response� to your question or comment, you agree that the opinion expressed is not intended to, nor does it, create any attorney-client relationship, nor does it constitute legal advice to any person reviewing such information, nor will it be considered an attorney-client privileged communication. If you do not agree, then stop right here, and do not read any further.

RESPONSE: I would think the answer would be yes, but you need to read your Shareholder's Agreement and see what that says, and if it does not say, and you want to know for sure then read Florida Chapter 607 regarding corporations and it should tell you the answer. Chapter 607 is Florida's set of laws on Corporations. Best of Luck,

Randall Gilbert

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Answered on 1/18/06, 6:18 am


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