1361 E. Big Beaver Road
Troy, MI 48083
(248) 457-9200
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Fall 2020 Business Law Newsletter |
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Shareholder Oppressor Pays $11.25 Million Settlement |
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In a family business dispute, a controlling shareholder and director paid himself millions in stock redemptions on terms not offered to the minority shareholder. The controlling shareholder also refused to declare dividends for several years, even though the company had the ability to pay dividends. Gerard Mantese, Doug Toering and Ian Williamson obtained $11.25 Million for their client in a confidential mediation, reported in Michigan Lawyers Weekly (Vol 34, #46, September 14, 2020). This case highlights the fiduciary duties that directors and those in control owe to minority shareholders.
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Making History With Deal To Provide Mental Health Care To Children |
Dave Honigman, Gerard Mantese and Theresamarie Mantese are part of a team representing a putative class of 80,000 children and teens on Medicaid assistance in a class action alleging systemic deficiencies in the provision of mental health care.
The plaintiffs recently entered into an historic Interim Agreement with the State of Michigan, whereby the State agreed to make major changes in mental health care.
In addition, in September of 2020, the Michigan legislature specifically appropriated $19 Million for data collection and studies to determine appropriate remedies.
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Mantese And Williamson Recover
$11.1 Million In LLC Member Fight
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Just as with corporations, when those in control of an LLC decide to take financial advantage of the minority members, the law provides a remedy under MCL 450.4515. In a recent case, reported in Michigan Lawyers Weekly (Vol. 34, #43, August 24, 2020), Gerard Mantese and Ian Williamson filed suit against the managers and dominant members of an LLC for oppression and breach of fiduciary duty.
The plaintiff endured several years of receiving no financial benefit from the LLC and its related companies, despite several profitable years. In detailed depositions, Mantese and Williamson elicited testimony about how the defendants viewed the plaintiff (a sibling) with jealousy and contempt.
The defendants basically admitted at depositions that they would never allow the plaintiff to share in the financial benefits of the LLC. The parties mediated and entered into an agreement to redeem the plaintiff’s membership interest in exchange for $11,100,000 in cash and property.
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A New Sheriff Comes To Town:
Assistant US Attorney Joins MH
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Ken Chadwell, a widely respected Assistant U.S. Attorney, joined Mantese Honigman, PC, after 29 years at the US Attorneys Office in Detroit. Mr. Chadwell's practice focuses on white-collar criminal defense, internal corporate investigations, responding to DOJ investigations, and complex business litigation.
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Nicole Lockhart Joins
Mantese Honigman, PC
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Nicole Lockhart has joined Mantese Honigman, PC as an associate attorney. Ms. Lockhart will focus her practice on business litigation, shareholder and LLC member disputes, federal criminal defense, and contract disputes.
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Gerard Mantese and Ian Williamson composed and recorded "Get Into Good Trouble," in honor of the late U.S. Rep. John Lewis and the fight for justice.
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Mantese Honigman, PC continues to publish helpful articles for business attorneys and business people:
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The Fiduciary Duty-Et tu, Brute? Michigan Bar Journal, Sept. 2020 (G. Mantese). Discusses the fiduciary duties of honesty, loyalty, disclosure, & good faith.
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What Every Business Should Know About Federal Investigations. Michigan Business Law Journal, Spring 2020 (K. Chadwell).
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The Business Judgment Rule. Michigan Bar Journal, Jan. 2020 (Mantese & Fields).
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Business Courts in Michigan. Michigan Bar Journal, Jan. 2020 (D. Toering and I. Williamson).
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Commentary: "I don't have time for pro bono". Michigan Lawyers Weekly, July 2020 (G. Mantese). Discussing opportunities attorneys have to volunteer.
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Ian Williamson presented on the topic of "New Michigan Discovery Rules that Implicate or Address ESI Issues" for a Michigan Defense Trial Counsel webinar along with Shaun Fitzpatrick of Fortz Legal, May 2020.
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Gerard Mantese, Douglas Toering, Ian Williamson, Theresamarie Mantese, Terry Osgood and Kathryn Eisenstein were all named 2020 Michigan Super Lawyers.
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Mantese Honigman Sets the B.A.R.
Brilliance. Action. Results.
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Michigan Office
1361 E. Big Beaver Road, Troy, MI 48083
Phone: 248-457-9200
Manhattan Office
1180 Avenue of the Americas, Suite 1920
New York, NY 10036
Phone: 212-401-4008
Missouri Office
2123 Marconi Avenue, St. Louis, MO 63110
Phone: 314-656-6927
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