The short answer
If wrongdoing harmed the company, an owner’s claim is usually derivative: brought on the company’s behalf, with any recovery going to the company. If it harmed the owner individually, the claim is direct.
Where it fits in your case
Early in an ownership dispute, because it affects who sues, how, and who gets paid.
What to expect
Demand. Derivative claims generally require asking the company to act first, unless that would be futile.
Recovery in a derivative case goes to the company, though fees may be awarded.
Direct harm includes denied distributions or voting rights.
What we need from you
Governing documents, evidence of the harm, and any demand already made.
Common misconceptions
“Money taken from the company is taken from me.” Usually the claim is the company’s.
“Derivative claims pay the owner.” The company recovers.