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the parties already disagree over the direction of the company, the value placed on an ownership interest can have significant financial consequences. The parties may have very different views about what the business is worth. They may also disagree over the valuation method, the assumptions being made or the calculations themselves. Incomplete financial records can make the situation even more difficult, particularly if one party believes important information hasn’t been provided. One of the first things I would look at is the governing documents. Operating agreements, shareholder agreements and buy-sell agreements may set out how an ownership interest should be valued and what process the parties agreed to follow. Those provisions can become very important once a dispute has developed. This is also why I think business owners should give careful thought to valuation provisions when these agreements are prepared. Agreeing on a process while the owners have a good working relationship can reduce uncertainty later if that relationship changes. Once the parties are in a dispute, valuation can affect a potential buyout, settlement discussions and the positions each side takes in the case. I want to understand the financial information behind the valuation, as well as what the parties’ agreements require, before advising my client on the available options. What fiduciary duty issues frequently arise in closely held or family-owned enterprises? Family-owned and closely held businesses can present particular challenges because the personal relationships between the owners may overlap with their responsibilities to the company. When a dispute develops, separating those two relationships isn’t always straightforward.

