Meetings, share allotments, signing rights, and urgent remedies during a battle over control of the company.
When control of a company becomes a battlefield
A control struggle erupts when shareholders fight over the company’s management and direction: partners in a 50/50 split who have reached a deadlock, rival family groups in a family company, a new investor versus founders, or heirs divided over control. The struggle is conducted through legal tools: general meetings, appointment and removal of directors, signing rights, share allotments, and mutual lawsuits.
The legal arenas
Convening meetings and votes: who is authorized to convene, what is on the agenda, and the validity of powers of attorney and voting agreements; challenging resolutions: invalidation of resolutions adopted unlawfully, without a quorum, or under a conflict of interest; temporary remedies: injunctions against meetings, against dilutive share allotments, against changing signing rights, and against asset-stripping transactions, these are the real decisions, made in the first days; and deadlock: in 50/50 companies, the court is authorized to order separation mechanisms, including bidding procedures (BMBY), valuation, and compulsory purchase, and at the far end, winding up the company on grounds of justice.
Documents win
Control struggles are decided by the documents signed in the good days: articles of association, founders’ and shareholders’ agreements, veto rights, and voting agreements. A party that comes to the struggle with well-drafted documents comes with the upper hand. And one who does not have them relies on the law of oppression and the duties of loyalty and fairness owed by controlling shareholders.
Representation in control struggles
Israel Arama represents shareholders and directors in control struggles: urgent remedies, meetings, lawsuits, and separations. In a control struggle, whoever acts first sets the field: contact us immediately.
When control of a company becomes a battlefield — what is important to know?
A control struggle erupts when shareholders fight over the company’s management and direction: partners in a 50/50 split who have reached a deadlock, rival family groups in a family company, a new investor versus founders, or heirs divided over control. The struggle is conducted through legal tools: general meetings, appointment and removal of directors, signing rights, share allotments, and mutual lawsuits.
The legal arenas — what is important to know?
Convening meetings and votes: who is authorized to convene, what is on the agenda, and the validity of powers of attorney and voting agreements; challenging resolutions: invalidation of resolutions adopted unlawfully, without a quorum, or under a conflict of interest; temporary remedies: injunctions against meetings, against dilutive share allotments, against changing signing rights, and against asset-stripping transactions, these are the real decisions, made in the first days; and deadlock: in 50/50 companies, the court is authorized to order separation mechanisms, including bidding procedures (BMBY), valuation, and compulsory purchase, and at the far end, winding up the company on grounds of justice.
Documents win — what is important to know?
Control struggles are decided by the documents signed in the good days: articles of association, founders’ and shareholders’ agreements, veto rights, and voting agreements. A party that comes to the struggle with well-drafted documents comes with the upper hand. And one who does not have them relies on the law of oppression and the duties of loyalty and fairness owed by controlling shareholders.
This information is for initial orientation about the service and contact process. It is not individual legal advice.
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