H. Joel Newman, PLLC Business Litigation Attorney

LLC Member Oppression Dispute - Business Litigation

Bay County, Michigan - H. Joel Newman, PLLC recently settled an LLC Member oppression/owner dispute for nominal damages. This litigation included more than eight lawyers representing 6 parties. Claims against our client included LLC member oppression, fraud, breaches of fiduciary duty and other claims. The Plaintiffs sought millions of dollars, alleging they had been cheated out of ownership in the company. After more than a year of litigation we settled on behalf of our client for a nominal amount, which amounted to a fraction of what the other parties spent on legal fees alone.

Shareholder Dispute - Business Litigation

Flint, Michigan - Our client was a 15% shareholder in a large construction company. The majority owner wanted to retire. The 30% shareholder supported the majority owner’s request that the company redeem his shares for almost $4,000 per share. This would have put the company in debt to the tune of millions of dollars. Our client feared the company would not survive the debt. Accordingly, he announced his retirement and sought redemption of his shares. The company said that his shares were worth less than $700 each under the company’s Buy-Sell Agreement. The Plaintiff retained two different lawyers before coming to us, neither of whom was able to help. We filed a shareholder lawsuit in Genesee County, Michigan alleging shareholder oppression, fraud, breach of fiduciary duties, failure to honor shareholder inspection rights, and breach of and contract. Joel proposed early mediation to opposing counsel before the two sides became entrenched in their positions which would lead to a costly court battle. We submitted a devastating Mediation Brief which resulted in mediation where we accepted a settlement that was four times the amount offered. Our client received hundreds of thousands of dollars within approximately two months of filing the lawsuit. There were no fees charged to our client after the initial retainer.

Shareholder Dispute - Business Litigation

Macomb County Michigan - One of Michigan's most respected surgeons had been thrown out of a very successful specialized surgery practice without cause and sued by the partners. The surgeon, who stood to lose millions, had retained a lawyer who specialized in another area of the law before he was referred to H. Joel Newman. One of the difficulties in the case was that corporate bylaws and Agreements permitted shareholders to terminate one another with or without cause and to enforce a non-compete which would prevent our client from practicing in the metropolitan Detroit area. After we had been retained as co-counsel, a counter-complaint for shareholder oppression and breach of fiduciary duties and a motion to allow the client to practice in the area were filed. We also challenged the non-compete on the ground that it was unreasonable. Before the case proceeded, we were able to obtain the Court’s help in settling the case. Our client received millions of dollars in a confidential settlement, and the non-compete was modified to allow him to practice and hire former employees.

Breach of Contract - Business Litigation

U.S. District Court, Detroit, Michigan - Joel was lead trial counsel representing several related corporations in this shareholder oppression litigation. Plaintiffs’ Complaint alleged shareholder oppression, fraud, breaches of fiduciary duties, usurpation of corporate opportunities and self-dealing. Plaintiffs sought almost $100 million in damages. The Plaintiffs’ case was eviscerated in their cross examinations. At the close of Plaintiffs’ proofs, the case settled. Plaintiffs gave up all damage claims, Joel’s clients waived their right to attorneys’ fees from the Plaintiffs, and the case was dismissed with prejudice.

Breach of Contract - Business Litigation

U.S. District Court, Detroit, Michigan - A Local real estate developer retained us to file an action in the United States District Court against a major life insurance company and its subsidiary for breach of a contract involving a joint venture agreement to acquire an internationally acclaimed high-rise building in Miami, Florida. After a jury trial lasting three weeks, at the close of testimony Defendants agreed to pay our clients $5,000,000 cash. Joel and his former partner Norman Lippitt tried this case together.

Breach of Contract - Business Litigation

Oakland County Michigan - A well-established tier-one automotive supplier entered into a contract with two partners of a big six international accounting firm to pursue acquisition opportunities. When the supplier discovered that the joint venture partners were pursuing separate opportunities for themselves, the supplier terminated the accountants’ services. The accountants filed a breach of contract law suite against the supplier seeking $3,500,000 in damages. We filed an answer denying liability and a counter-claim for the accountant’s breach of contract, breach of fiduciary duties and fraud. We obtained a no cause of action on the accountants’ claim and a jury verdict of $2,000,000 on our counter-claim.

Debtor Creditor - Commercial Litigation

Oakland County Michigan - H. Joel Newman recently defended a prominent Michigan family against a $30,000,000 lawsuit brought by a large bank alleging conversion, conspiracy, fraud, unjust enrichment, alter ego, piercing the corporate veil, and violation of the Michigan Uniform Fraudulent Transfer Act. The bank used at least 7 attorneys from 3 law firms, and paid hundreds of thousands of dollars to the accounting firm of its principal witness. We obtained numerous admissions from this witness in a three day deposition, which completely destroyed the bank's case. Immediately after the deposition, several motions were filed to have the case dismissed. The bank agreed to dismiss the case completely before the hearing on the motions.Our clients walked away free from a potential $30,000,000.00 exposure.

Debtor Creditor - Commercial Litigation

Oakland County Michigan - Joel recently sued a large bank for another creditor alleging that the bank had wrongfully converted several million dollars of our client's collateral from a common debtor. The case involved Article 9 of the Uniform Commercial Code. Our client received a seven figure confidential settlement prior to trial.

LLC Member Oppression - Shareholder Litigation

Oakland County Michigan - We represented a 1/3 member in an LLC which owned 10 separate entities, each of which operated a franchise restaurant. We filed a 10 Count Complaint against the controlling members in the Oakland County Circuit Court alleging, among other things, member oppression, breach of the operating agreement, breach of fiduciary duties owed to our client as a member, breach of fiduciary duties owed to the LLC, usurpation of LLC opportunities and civil conspiracy. Defendants were represented by a well-known and very aggressive attorney in one of the larger area law firms. Eight months into the lawsuit, Defendants capitulated and agreed to a settlement which included damages and a buy out of our client's interest at more than 10 times the amount of the value claimed by Defendants.

Family Business Dispute - Shareholder Litigation

Wayne County Michigan - Our client's brother terminated his employment and froze him out of this 3rd generation manufacturing business. Our client was devastated. We obtained a settlement in this case without litigation. Our client received the full value of his minority ownership interests without discounts for marketability or lack of control. Our client was able to purchase a new business and is doing well.

Shareholder Lawsuits - Shareholder Litigation

Oakland County Michigan - In this contingency fee LLC member oppression litigation, Joel represented a Plaintiff minority member who had invested his life savings and mortgaged his home to invest in an automotive business. The case was referred to Joel by another attorney, who had spent a year trying to settle the matter, only a week before the statutes of limitation would have run. We filed a multi-count lawsuit alleging minority member oppression, breaches of fiduciary duties, conversion, breach of contract and other counts. We pursued discovery and quickly discovered numerous discrepancies in the LLC’s books and records, including a second set of books. The case settled several months after we became involved for 15 times the amount offered to the prior attorney. The client says we saved his economic future, including his family home.

Shareholder Lawsuits - Shareholder Litigation

Oakland County Michigan - Joel successfully defended the 51% owner of what was once the largest private road builder in the world when he was sued for shareholder oppression, breaches of fiduciary duties and fraud. After numerous depositions and motions, our client bought the Plaintiff’s stock at a large discount and the case was dismissed.

Shareholder Litigation

Oakland County Michigan - A very successful Bloomfield Hills dentist brought in a young man to eventually buy his practice. The young dentist's mother, a former large firm trial lawyer, allegedly serving as the company attorney, drew up documents which in the fine print, gave her son 100% ownership before any payment was due. When our client asked the young dentist to leave he was told it was him that should leave. Our client's original counsel was overwhelmed when the attorney/mother filed ten separate administrative and civil actions claiming shareholder oppression, breaches of fiduciary duties, conversion and fraud against our client. We tried two of the lawsuits successfully. The others were dismissed.

Business Litigation/Shareholder Litigation

Oakland County Michigan - In the first reported lawsuit under Michigan's Shareholder Oppression Statue, MCL 450.1889, the President and 50 percent shareholder of a multi-million dollar national enterprise retained Joel and one of his former partners Norman Lippitt, to defend a shareholder oppression lawsuit brought by his siblings seeking over $200 million in damages and other relief for alleged usurpation of corporate opportunities, breach of contract and breach of fiduciary duty. After several years of pre-trial maneuvering and interlocutory appeals to the Michigan Court of Appeals and Michigan Supreme Court, the case went to trial. Shortly before trial plaintiffs hired a nationally known trial firm with billions of dollars of verdicts in its portfolio. After a jury trial lasting 11 weeks, the case was settled. While the results are confidential, our client believed we achieved a very favorable result.

Business Litigation

Oakland County, Michigan - Our client, a minority stockholder, was the victim of a large freeze out of his corporation by his partners and fellow shareholders. We took over this case from a large law firm after 1 1/2 years of litigation, when the case was on the verge of dismissal. After discovering an important document and pursuing a new theory overlooked by predecessor counsel, we persuaded the court not to dismiss this shareholder litigation. Shortly thereafter, defendants came to the table and the matter was settled for $600,000. In addition, we brought a successful attorney malpractice claim against predecessor counsel.

Business Litigation

Our client, a fifty (50%) percent stockholder in a closely held family business brought a claim for oppression and dissolution based on deadlock. Discovery was quite extensive and numerous substantive and dispositive motions were argued. Ultimately, the case went to special mediation and the confidential settlement was resolved very satisfactorily to our client.

Sexual Harassment - Employment Law

One of the oldest and most distinguished nationally known Michigan corporate law firms retained us to defend a sensitive sexual harassment suit brought by an employee claiming that a senior partner in the firm had sexually harassed her repeatedly. After discovery and mediation, we were successful in settling the case before trial for nuisance value.

Business Litigation

A plant manager and former vice-president of a “big three” automobile manufacturer was terminated after a management shake-up. We started suit for breach of employment contract and after completion of discovery successfully negotiated a $1,000,000 settlement in his behalf.

Business Litigation

We successfully defended a large regional apartment operator in a race discrimination action, obtaining a full dismissal.

Business Litigation

Wayne County Michigan - We obtained lifetime hospitalization insurance for more than 200 widows of retired City of Detroit policemen and firefighters in a lawsuit against the City. Our clients, many of whom were struggling financially will receive millions of dollars in benefits as a result.

Land Use - Constitutional Law

Macomb County Michigan - Representing real estate developers who owned more than 4,000 apartment units, we were successful in obtaining a declaratory judgment striking down a refuse collection ordinance as unconstitutional. The ordinance required local businesses to use the Township’s very expensive collection and incineration service. Our lawsuit resulted in the closing of an incinerator serving five municipalities and savings of millions of dollars to our clients.

Land Use - Constitutional Law

After a lengthy trial, the Oakland County Circuit court awarded mobile home park zoning to our client, declared a local zoning ordinance unconstitutional and awarded substantial damages and all attorney’s fees and costs to our client.

Attorney Malpractice

Our corporate client retained us to file a legal malpractice lawsuit against its former law firm. As a result of our client’s former law firm’s errors, the client was forced to settle what should have been an $800,000 matter for an amount exceeding $2 million. After engaging in significant discovery and after we completed several key depositions, defendant law firm’s insurance carrier recommending facilitation—well before the case evaluation and summary disposition stage. We vigorously and thoroughly presented a compelling case and obtained a highly successful settlement through facilitation. Our client was extremely pleased with the result and transferred all of its matters to our firm.

General Tort Litigation

We represented the Plaintiff in this highly unusual contingency fee tort case. Our client had an extremely high paying career with a multi-national corporation. The Defendant owned a business which did millions of dollars of business with our client’s employer. When the Defendant learned that our client was dating his former wife, he caused our client’s employer to terminate his employment. We sued the Defendant for tortious interference with a contractual relationship and invasion of privacy. We obtained a substantial confidential settlement for our client.

General Tort Litigation

We were retained by an incarcerated man serving 8 to 15 years for allegedly having inappropriate, yet consensual, sexual relations with a minor. The minor, through her mother, pursued an assault and battery and intentional infliction of emotional distress lawsuit against our client and demanded millions of dollars in damage. We developed a defense by evidence that the minor’s mental and physical development was not impaired in any way. During discovery, we obtained the minor’s school and social records which revealed that the minor excelled in school, enjoyed a large network of friends, and was not particularly troubled by the relationship with our client. The minor’s attorney attempted to block and frustrate our discovery efforts, which we vigorously pursued before the trial judge. We obtained a complete order of dismissal with prejudice.

Will Contest

In this matter which was featured on Court TV, We represented ten nephews and nieces in a law suite challenging their uncle’s Will which purported to divide his entire estate between three charities. We developed evidence of mismanagement and fraud by one of the "charities" and began investigating the others. We obtained a $4.5 million settlement which represented a substantial portion of the entire estate. The estate also paid our client's contingency attorney fees.

Insurance Litigation

Macomb County Michigan - Our general contractor client hired a subcontractor to install huge windows on a large university building. The subcontractor obtained a liability insurance policy naming our client as the beneficiary. Because the subcontractor installed the windows defectively, our client incurred approximately $1,000,000 in replacement costs and the subcontractor filed for bankruptcy. We pursued claims against the subcontractor’s insurance company and his insurance agent for reimbursement. After completing several key depositions, and after we successfully defeated all summary disposition motions by the insurance company and the agent, we obtained substantial settlements from each on the eve of trial.

Business Fraud

We obtained a $1.5 million jury verdict on behalf of our large janitorial services client, based in Ann Arbor, Michigan, after we proved that the defendants, insurance agents, had fraudulently sold our client non-existent health insurance policies for it’s employees. The jury awarded all damages and attorney fees and an equal amount in exemplary damages, doubling the entire award. In a highly publicized published opinion, the Michigan Court of Appeals affirmed the verdict. Exemplary damages are rarely awarded to corporations in Michigan State Courts.

Business Litigation

An international clothing manufacturer came to us after a judgment exceeding $5 million had been entered against it—all stemming from an approximately $800,000.00 employment matter with one of its former employees. Represented by another law firm, the client spent over four years in litigation, sat through a week long jury trial, and came to us economically exhausted. Our appellate department filed for and obtained an order of peremptory reversal from the Michigan Court of Appeals, which reduced significantly the verdict and judgment by over $2 million. Although the trial court entered an amended judgment in the amount of approximately $3.6 million, our appellate department mounted a vigorous appeal and obtained a highly successful settlement in an amount far below the amended judgment.

See A Complete List Of Shareholder Disputes and Related Statutes