[{"data":1,"prerenderedAt":414},["ShallowReactive",2],{"social-links-en":3,"footer-en":13,"practice-subpage-commercialLitigation-partnership-shareholder-disputes-en":27,"practice-subpages-commercialLitigation-en":187,"contact-section-en":395},{"data":4,"meta":12},{"id":5,"documentId":6,"instagram_url":7,"facebook_url":8,"google_url":9,"createdAt":10,"updatedAt":10,"publishedAt":11},2,"pxbq2whwjiv5ruzpmpxl4u3a","https:\u002F\u002Fwww.instagram.com\u002Fsanchelima_and_associates","https:\u002F\u002Fwww.facebook.com\u002Ftrademarksandpatents\u002F","https:\u002F\u002Fshare.google\u002Fr50ExGWpfTHXtPM2c","2026-09-02T21:42:04.191Z","2026-09-02T21:42:04.237Z",{},{"data":14,"meta":26},{"id":15,"documentId":16,"address":17,"phone":18,"email":19,"why_title":20,"why_text":21,"createdAt":22,"updatedAt":23,"publishedAt":24,"locale":25},5,"knun30lxaiy0ktvhxcjbx16l","235 SW 42nd Ave, Coral Gables, FL 33134","(305) 447-1617","clientservices@sanchelima.com","Why This Works","Our approach is built on expertise and personal commitment. We focus on your goals to deliver the strategic advice that secures your assets and your future.","2026-09-02T21:05:14.490Z","2026-09-03T17:39:39.065Z","2026-09-03T17:39:39.114Z","en",{},{"data":28,"meta":183},[29],{"id":30,"documentId":31,"title":32,"slug":33,"practiceArea":34,"description":35,"content":36,"metaTitle":161,"metaDescription":162,"createdAt":163,"updatedAt":164,"publishedAt":165,"locale":25,"faq":166},48,"k8apwo1dk21wzs1wmpc8imsw","Partnership, Shareholder, and LLC Member Disputes","partnership-shareholder-disputes","commercialLitigation","Miami counsel for business-owner disputes involving control, records, distributions, dilution, fiduciary duties, deadlock, misuse of company assets, separation, buyouts, and dissolution.",[37,43,48,52,56,60,97,101,105,109,113,117,121,125,129,133,137,141,145,149,153,157],{"type":38,"level":5,"children":39},"heading",[40],{"text":41,"type":42},"Protecting Ownership Rights and Business Value","text",{"type":44,"children":45},"paragraph",[46],{"text":47,"type":42},"Disputes among partners, shareholders, or LLC members can place control, cash flow, company records, customer relationships, intellectual property, and the continuing value of the business at risk. Sanchelima & Associates represents owners and businesses in disputes involving governance, financial rights, fiduciary duties, deadlock, separation, and related commercial claims.",{"type":44,"children":49},[50],{"text":51,"type":42},"These matters require more than identifying who is legally correct. A useful strategy should consider the governing documents, access to information, immediate business risks, valuation, tax and financial consequences requiring separate professional advice, available remedies, and whether the business can continue operating during the dispute.",{"type":38,"level":5,"children":53},[54],{"text":55,"type":42},"Ownership and Control Disputes We Evaluate",{"type":44,"children":57},[58],{"text":59,"type":42},"Matters may involve:",{"type":61,"format":62,"children":63},"list","unordered",[64,69,73,77,81,85,89,93],{"type":65,"children":66},"list-item",[67],{"text":68,"type":42},"Voting rights, management authority, board action, and removal of managers or officers.",{"type":65,"children":70},[71],{"text":72,"type":42},"Access to books, records, financial statements, tax information, and company communications.",{"type":65,"children":74},[75],{"text":76,"type":42},"Distributions, compensation, expenses, related-party transactions, and alleged misuse of company funds or assets.",{"type":65,"children":78},[79],{"text":80,"type":42},"Dilution, issuance or transfer of ownership interests, capitalization, and disputed ownership percentages.",{"type":65,"children":82},[83],{"text":84,"type":42},"Deadlock, exclusion from management, oppression allegations, and business separation.",{"type":65,"children":86},[87],{"text":88,"type":42},"Fiduciary-duty, conflict-of-interest, fraud, misrepresentation, conversion, or contract claims.",{"type":65,"children":90},[91],{"text":92,"type":42},"Buyouts, valuation, dissolution, receivership, and winding up.",{"type":65,"children":94},[95],{"text":96,"type":42},"Ownership or use of trademarks, software, customer information, inventions, and other intellectual property.",{"type":38,"level":5,"children":98},[99],{"text":100,"type":42},"The Governing Documents Matter",{"type":44,"children":102},[103],{"text":104,"type":42},"The operating agreement, shareholder agreement, partnership agreement, bylaws, articles, resolutions, subscription documents, amendments, and buy-sell provisions may define the parties' rights and available procedures. The parties' actual conduct, financial records, communications, and prior course of dealing may also be important.",{"type":44,"children":106},[107],{"text":108,"type":42},"Florida law provides statutory rules concerning LLC records and information rights, corporate shareholder inspections, standards of conduct, derivative actions, dissolution, and other remedies. The controlling law and available relief depend on the entity, governing documents, claims, and facts.",{"type":38,"level":5,"children":110},[111],{"text":112,"type":42},"Access to Company Records",{"type":44,"children":114},[115],{"text":116,"type":42},"Financial and governance records can be central to understanding ownership, distributions, related-party transactions, and alleged misconduct. Florida statutes address specified information and inspection rights for LLC members and corporate shareholders, subject to statutory conditions, proper-purpose requirements where applicable, and potential limitations.",{"type":44,"children":118},[119],{"text":120,"type":42},"Before making or responding to a records demand, the governing documents, statutory requirements, requested categories, purpose, confidentiality concerns, and litigation posture should be evaluated.",{"type":38,"level":5,"children":122},[123],{"text":124,"type":42},"Deadlock, Separation, Buyout, and Dissolution",{"type":44,"children":126},[127],{"text":128,"type":42},"When the owners can no longer operate together, potential paths may include negotiated governance changes, a buyout, sale of the business, mediation, enforcement of a contractual deadlock mechanism, or judicial remedies. Dissolution is a significant remedy and is not automatic merely because owners disagree.",{"type":44,"children":130},[131],{"text":132,"type":42},"The appropriate approach depends on the governing documents, statutory grounds, valuation evidence, financing, tax effects, operational needs, and the feasibility of continued ownership. Accounting, valuation, and tax professionals may need to participate alongside counsel.",{"type":38,"level":5,"children":134},[135],{"text":136,"type":42},"Urgent Risks and Interim Relief",{"type":44,"children":138},[139],{"text":140,"type":42},"Prompt evaluation may be necessary when there are threatened transfers, diversion of funds, destruction of records, misuse of confidential information, interference with customers, unauthorized access, or conduct that could materially harm the company. Evidence preservation and careful review of authority over bank, technology, and operating accounts are especially important.",{"type":38,"level":5,"children":142},[143],{"text":144,"type":42},"Develop a Business-Focused Resolution Strategy",{"type":44,"children":146},[147],{"text":148,"type":42},"We evaluate whether negotiation, mediation, a structured separation, direct claims, derivative claims, arbitration, litigation, or another procedure best serves the client's objectives. When resolution is possible, the final documents should address payment, releases, ownership transfers, governance, confidentiality, intellectual property, restrictive obligations where enforceable, and transition responsibilities.",{"type":38,"level":5,"children":150},[151],{"text":152,"type":42},"Speak With Miami Business-Dispute Counsel",{"type":44,"children":154},[155],{"text":156,"type":42},"Sanchelima & Associates represents businesses and owners in partnership, shareholder, LLC member, and related commercial disputes. Services are available in English and Spanish, subject to conflicts and engagement acceptance.",{"type":44,"children":158},[159],{"text":160,"type":42},"Related service: Commercial Litigation Attorney in Miami","Partnership & Shareholder Dispute Lawyer | Miami","Miami counsel for partner, shareholder, and LLC member disputes involving control, records, distributions, deadlock, buyouts, fiduciary duties, and dissolution.","2026-09-03T05:58:59.090Z","2026-09-03T05:59:46.836Z","2026-09-03T05:59:46.910Z",[167,171,175,179],{"id":168,"question":169,"answer":170},181,"What documents should I gather for an ownership dispute?","Gather the operating, shareholder, or partnership agreement; articles and bylaws; amendments; ownership records; resolutions and minutes; financial statements; tax records; distribution and compensation records; bank records lawfully available to you; and relevant communications.",{"id":172,"question":173,"answer":174},182,"Can an LLC member or shareholder inspect company records?","Florida law provides specified records and information rights, subject to statutory requirements and the circumstances. The entity type, requested materials, purpose, notice, governing documents, confidentiality concerns, and litigation posture should be reviewed before making or responding to a demand.",{"id":176,"question":177,"answer":178},183,"Does owner deadlock automatically result in dissolution?","No. The governing documents may provide a deadlock procedure, and applicable law may offer alternative remedies. Whether judicial dissolution or another remedy is available depends on the entity, statutory grounds, evidence, and circumstances.",{"id":180,"question":181,"answer":182},184,"Can an ownership dispute be resolved through a buyout?","Sometimes. A negotiated or legally authorized purchase may be possible, but valuation, payment terms, financing, releases, tax consequences, intellectual-property ownership, and transition obligations require careful analysis.",{"pagination":184},{"page":185,"pageSize":186,"pageCount":185,"total":185},1,25,{"data":188,"meta":392},[189,301],{"id":190,"documentId":191,"title":192,"slug":193,"practiceArea":34,"description":194,"content":195,"metaTitle":296,"metaDescription":297,"createdAt":298,"updatedAt":299,"publishedAt":300,"locale":25},46,"rdft0zywgzv7suc43f0og7y4","Breach of Contract Attorney in Miami","breach-of-contract-attorney-miami","Miami commercial-litigation counsel for businesses, owners, and executives in contract disputes involving performance, payment, termination, licensing, indemnification, and related remedies.",[196,200,204,208,212,215,245,249,253,257,261,265,269,273,277,281,285,289,293],{"type":38,"level":5,"children":197},[198],{"text":199,"type":42},"Contract Disputes Require Both Legal and Business Analysis",{"type":44,"children":201},[202],{"text":203,"type":42},"A contract dispute can affect cash flow, operations, ownership, customer relationships, intellectual property, and the ability to continue doing business. Sanchelima & Associates represents businesses, owners, and executives in disputes involving written agreements, related communications, performance obligations, payment, termination, licensing, and other commercial commitments.",{"type":44,"children":205},[206],{"text":207,"type":42},"We begin by examining the complete agreement, amendments, course of performance, communications, available evidence, and the client's practical objectives. The strategy may include a demand or response, negotiation, mediation, arbitration, litigation, or emergency relief.",{"type":38,"level":5,"children":209},[210],{"text":211,"type":42},"Business Contract Matters We Handle",{"type":44,"children":213},[214],{"text":59,"type":42},{"type":61,"format":62,"children":216},[217,221,225,229,233,237,241],{"type":65,"children":218},[219],{"text":220,"type":42},"Failure to deliver goods, services, technology, or other promised performance.",{"type":65,"children":222},[223],{"text":224,"type":42},"Nonpayment, disputed invoices, offsets, royalties, commissions, or accounting obligations.",{"type":65,"children":226},[227],{"text":228,"type":42},"Termination, notice, cure, renewal, and post-termination duties.",{"type":65,"children":230},[231],{"text":232,"type":42},"Licensing, confidentiality, intellectual-property ownership, and permitted use.",{"type":65,"children":234},[235],{"text":236,"type":42},"Indemnification, limitation-of-liability, warranty, and damages provisions.",{"type":65,"children":238},[239],{"text":240,"type":42},"Distribution, vendor, development, consulting, employment-related, and partnership agreements.",{"type":65,"children":242},[243],{"text":244,"type":42},"Fraudulent inducement, misrepresentation, fiduciary-duty, or unfair-competition allegations connected to the transaction.",{"type":38,"level":5,"children":246},[247],{"text":248,"type":42},"Review the Entire Agreement Before Acting",{"type":44,"children":250},[251],{"text":252,"type":42},"Commercial agreements often contain notice requirements, cure periods, damage limitations, fee provisions, confidentiality obligations, governing-law clauses, forum-selection provisions, mediation requirements, or arbitration clauses. Acting before these provisions are reviewed can affect rights, defenses, leverage, or available remedies.",{"type":44,"children":254},[255],{"text":256,"type":42},"Relevant evidence may include drafts, amendments, invoices, purchase orders, delivery records, account statements, emails, text messages, project files, access logs, recordings lawfully obtained, and communications concerning performance or termination.",{"type":38,"level":5,"children":258},[259],{"text":260,"type":42},"Claims, Defenses, and Available Remedies",{"type":44,"children":262},[263],{"text":264,"type":42},"The available claims and remedies depend on the agreement, governing law, evidence, causation, damages, defenses, and procedural requirements. A party may seek payment, damages, declaratory relief, specific performance, an injunction, fees where authorized, or another remedy supported by the contract and law. The opposing party may raise defenses involving performance, waiver, modification, notice, causation, mitigation, enforceability, or other issues.",{"type":44,"children":266},[267],{"text":268,"type":42},"No remedy is automatic. Early case assessment should identify both the strongest legal position and the practical cost of pursuing it.",{"type":38,"level":5,"children":270},[271],{"text":272,"type":42},"Urgent Contract Disputes",{"type":44,"children":274},[275],{"text":276,"type":42},"Immediate evaluation may be necessary when ongoing conduct threatens confidential information, intellectual property, customer relationships, a critical account, business control, or evidence. Emergency relief has demanding legal and evidentiary requirements, so delay can materially affect the available options.",{"type":38,"level":5,"children":278},[279],{"text":280,"type":42},"A Strategy Directed Toward the Business Objective",{"type":44,"children":282},[283],{"text":284,"type":42},"Not every contract dispute should become prolonged litigation. We evaluate settlement leverage, insurance, collectability, operational disruption, costs, and timing alongside the legal merits. When negotiated resolution is not appropriate or does not succeed, we prepare the matter for the required arbitration or court proceeding.",{"type":38,"level":5,"children":286},[287],{"text":288,"type":42},"Speak With Miami Commercial-Litigation Counsel",{"type":44,"children":290},[291],{"text":292,"type":42},"Sanchelima & Associates represents businesses and owners in contract and related commercial disputes. Services are available in English and Spanish, subject to conflicts and engagement acceptance.",{"type":44,"children":294},[295],{"text":160,"type":42},"Breach of Contract Attorney Miami | Business Disputes","Miami counsel for business contract disputes involving performance, payment, termination, licensing, indemnification, damages, and urgent relief.","2026-09-03T05:58:58.983Z","2026-09-03T05:59:44.720Z","2026-09-03T05:59:44.817Z",{"id":30,"documentId":31,"title":32,"slug":33,"practiceArea":34,"description":35,"content":302,"metaTitle":161,"metaDescription":162,"createdAt":163,"updatedAt":164,"publishedAt":165,"locale":25},[303,306,309,312,315,318,344,347,350,353,356,359,362,365,368,371,374,377,380,383,386,389],{"type":38,"level":5,"children":304},[305],{"text":41,"type":42},{"type":44,"children":307},[308],{"text":47,"type":42},{"type":44,"children":310},[311],{"text":51,"type":42},{"type":38,"level":5,"children":313},[314],{"text":55,"type":42},{"type":44,"children":316},[317],{"text":59,"type":42},{"type":61,"format":62,"children":319},[320,323,326,329,332,335,338,341],{"type":65,"children":321},[322],{"text":68,"type":42},{"type":65,"children":324},[325],{"text":72,"type":42},{"type":65,"children":327},[328],{"text":76,"type":42},{"type":65,"children":330},[331],{"text":80,"type":42},{"type":65,"children":333},[334],{"text":84,"type":42},{"type":65,"children":336},[337],{"text":88,"type":42},{"type":65,"children":339},[340],{"text":92,"type":42},{"type":65,"children":342},[343],{"text":96,"type":42},{"type":38,"level":5,"children":345},[346],{"text":100,"type":42},{"type":44,"children":348},[349],{"text":104,"type":42},{"type":44,"children":351},[352],{"text":108,"type":42},{"type":38,"level":5,"children":354},[355],{"text":112,"type":42},{"type":44,"children":357},[358],{"text":116,"type":42},{"type":44,"children":360},[361],{"text":120,"type":42},{"type":38,"level":5,"children":363},[364],{"text":124,"type":42},{"type":44,"children":366},[367],{"text":128,"type":42},{"type":44,"children":369},[370],{"text":132,"type":42},{"type":38,"level":5,"children":372},[373],{"text":136,"type":42},{"type":44,"children":375},[376],{"text":140,"type":42},{"type":38,"level":5,"children":378},[379],{"text":144,"type":42},{"type":44,"children":381},[382],{"text":148,"type":42},{"type":38,"level":5,"children":384},[385],{"text":152,"type":42},{"type":44,"children":387},[388],{"text":156,"type":42},{"type":44,"children":390},[391],{"text":160,"type":42},{"pagination":393},{"page":185,"pageSize":394,"pageCount":185,"total":5},50,{"data":396,"meta":413},{"id":5,"documentId":397,"title":398,"subtitle":399,"stat1":400,"stat2":406,"createdAt":411,"updatedAt":411,"publishedAt":412,"locale":25},"f4ko7gzlgqiekojsjwfg5pqz","Ready to Discuss Your Legal Matter?","Speak with our bilingual legal team about intellectual property, franchise, or commercial litigation needs.",[401],{"type":44,"children":402},[403],{"bold":404,"text":405,"type":42},true,"Bilingual Legal Counsel",[407],{"type":44,"children":408},[409],{"bold":404,"text":410,"type":42},"Serving Businesses and Innovators Since 1977","2026-09-02T21:01:11.870Z","2026-09-02T21:01:11.927Z",{},1788457741897]