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COMMERCIAL LITIGATION / OWNERSHIP DISPUTES
Business Partner & LLC Member Disputes
When business partners stop agreeing.
In a Dispute With Your Business Partner?
Disputes among partners, LLC members, and shareholders can threaten the business itself. As a business partner dispute lawyer for owners of closely held Illinois companies, Allison Cho Law represents LLC members, shareholders, and partners in Chicago and the North Shore in conflicts over control, money, information, and exit.
The governing documents come first. An operating agreement or shareholder agreement often decides who manages the company, how deadlock is broken, what triggers a buyout, and how a departing owner is paid. Where the documents are silent, the Illinois Limited Liability Company Act and Business Corporation Act fill the gaps, and they give owners rights that a controlling partner cannot simply ignore, including access to the company’s books and records. An owner who has been locked out of the accounts usually starts there.
Money is the most common flashpoint. When the partner who runs the business pays himself, a family member, or a related company more than the agreements allow, the question becomes whether the decision breached the duty of loyalty and whether the claim belongs to the owner individually or to the company. That distinction decides who can sue and where the recovery goes. A case like a partner who hired his son at twice the market salary turns on authority, disclosure, and fairness.
Some disputes end with one owner leaving. Leaving an LLC does not by itself entitle a member to be bought out, but deadlock, oppression, or misconduct can support a court-ordered buyout or dissolution, and how a partner exits affects the price. If a business partnership is breaking down, schedule a consultation before walking away, moving money, or signing a separation agreement.
WHOSE CLAIM IS IT?
Who was harmed decides who sues and where the money goes
Your partner misused company money
Excess salary, related-party payments, diverted deals
Harm to you personally
Direct claim, brought in your own name
Harm to the company
Derivative claim, brought on the company’s behalf
You keep the recovery
The recovery goes back to the company
Why it matters
Derivative claims carry extra procedural steps, and the money you recover may not reach you directly
Most money taken from a closely held company harms the company first. In a two-owner business, the line between direct and derivative claims can blur, and the operating agreement often matters as much as the statute.

OWNERSHIP DISPUTES
Your partner controls the books. You still have a right to see them.
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Common Disputes
Shareholder Oppression
Remedies for minority owners in closely held corporations.
LLC Member Disputes
Conflicts under operating agreements and the LLC Act.
Fiduciary Duty Claims
Self-dealing, diverted opportunities, and competition.
Buyouts & Valuation
Fair value disputes and negotiated or forced exits.
Books & Records Demands
Access to company financial information.
Deadlock & Dissolution
When owners cannot agree on how to run the company.
OWNERSHIP DISPUTES / Q&A
Frequently asked questions
Do LLC members owe each other fiduciary duties?
Should we read the operating agreement first?
What can a minority shareholder do about oppressive conduct?
Is a minority discount applied in a court-ordered buyout?
ALLISONCHOLAW / BUSINESS LITIGATION & COUNSEL