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Quinn Emanuel’s dedicated partnership disputes practice area is unique among AmLaw 100 firms. Partnership disputes – particularly those that lead to a so-called “business divorce” – can be some of the most complex, consequential, and intractable cases. They often involve complicated fact patterns, bespoke agreements (or sometimes no written agreements at all), multifaceted damages claims and economic interests, delicate confidentiality and public relations concerns, and high emotions on all sides.

Our attorneys are well-equipped to handle all of the issues that arise in these situations – whether the dispute is resolved through a collegial negotiation or hotly contested litigation. We have obtained favorable outcomes through negotiation, mediation, arbitration, and trial, and have wide-ranging experience navigating both the complex legal issues as well as the practical and personal aspects of these difficult matters. Our attorneys have experience representing all of the stakeholders in these disputes, including the partnerships or companies, officers and boards, investors and limited partners, and departing partners or members. We regularly work with private equity, venture capital, and other private investment firms, closely held corporations, and professional services firms to handle these types of disputes. We are well-equipped to get involved as soon as a conflict appears on the horizon, and our attorneys can help with investigations, developing claims and strategy, and internal and external messaging.

As a litigation-only firm, our attorneys are always thinking about a case from an advocacy perspective, which best positions our clients at all stages of a dispute. And our adversaries know that we do not fear the courtroom, which gives us a position of strength and helps lead to better negotiated resolutions for our clients.

In business divorce and founders’ dispute matters a number of issues arise that our attorneys are experienced and adept at addressing:

The specific needs of private investment firms and related partnerships. Our lawyers have extensive experience acting for leading private equity firms, hedge funds, venture capital firms, and their portfolio companies. We also regularly work with professional services firms, startups, and other closely held corporations. We understand how these companies are organized and what matters to them and to their partners or members, both in terms of economics and relationships. We know the pressure points on both sides, which helps us strategize for and achieve better outcomes in every situation.
Complicated accounting matters regarding the allocation of credit for past economics. Our attorneys have extensive experience handling these complex accounting and past track record disputes, including working with outside experts—such as Harvard Business School professors—to assess the economics and develop real world solutions and persuasive arguments. Our attorneys also regularly work closely with forensic accountants regarding examination of historic financials, and are adept at handling issues related to partnership accounting.
Crisis management. Outside of the courtroom, we understand that these disputes often raise significant concerns regarding public and internal messaging, including with investors and portfolio companies. We can work quickly to develop the right message to the public and to interested parties. We have an experienced team of attorneys who can manage a media crisis, congressional testimony, investor revolts, or any other issues that might arise.
Trade secret theft and employee mobility. Disputes regarding proprietary information, trade secrets, and non-compete obligations are frequently intertwined in a business divorce, and our deep bench of intellectual property and employment attorneys can jump in quickly to assist. For the partnership, it is important to manage the risk that a departing partner will steal trade secrets or other confidential information. And for the departing partner, it is important to manage the exit in a way that will not give rise to claims of wrongdoing down the road. Our attorneys have experience in all of these areas. We regularly work with forensic experts, and can develop early strategy to ensure these risks are appropriately managed.
Breaches of fiduciary duties. Partnership disputes frequently involve claims for breach of fiduciary duty, and we have done extensive work, particularly in Delaware, asserting and defending against these claims. We know the ins and outs of these claims, and we have spearheaded cases that make new law in the field.
Regulatory compliance. Many of our attorneys come from the government’s elite at US Attorney offices, the SEC, and other agencies. They are experts in providing reliable counsel regarding the regulatory landscape and recent enforcement trends, so that our clients can prepare for and defend against any regulatory pushback. Even in the most collegial business divorce, it is important to ensure that any communications and agreements withstand regulatory examination.

최근 업무 사례

Most of our achievements in this space are confidential, and you will never read the details about them in the press. That is by design. We recognize that sometimes our clients’ best interests are served by settling cases. The lack of publicity concerning the resolution—or even the existence—of many of these cases highlights the effectiveness of our deftness in resolving these disputes discretely and swiftly. Our ability to obtain favorable resolutions for our clients is also a direct result of our unmatched trial record and our opponents’ knowledge that we can and will go the distance. But some of the recent successes we can report include the following:

We represent Paul Napoli in a dispute with his former law partner, Marc Bern, involving the winding-up of their prior firm. The dispute is pending in the New York Supreme Court (Sup. Ct. NY Cty.), and presided over by a court-appointed Referee. Our adversary moved to disqualify the Referee on the basis that he was purportedly conflicted because the Referee briefly served as counsel for Quinn Emanuel in an unrelated matter. We opposed the motion to disqualify, and the Referee denied it. Our adversary appealed to the 1st Department. After hearing from both sides in written submissions and at oral argument, the 1st Department unanimously affirmed the Referee’s decision not to disqualify himself. Napoli and Bern’s litigation continues before the Referee.
We successfully represented a major money management firm in a three-week jury trial in the Massachusetts Business Litigation Session regarding a $30 million wrongful termination and contractual dispute brought by a former partner. The case involved an in-depth factual investigation regarding the former partner’s business activities outside of the firm. Following the three-week trial with multiple witnesses, including a multi-day cross examination of the former partner, the jury returned a verdict in our client’s favor in under three hours.
We represented a multi-stage investment firm with $2 billion of assets under management, and its two minority members, against the majority member in a dispute related to the majority member’s malfeasance. After defeating the majority member’s motion for emergency relief, and securing an interim order that allowed our clients to manage the firm day-to-day, we settled the case very favorably by securing the majority member’s exit from the firm and recapturing a portion of his carried interest worth over $100 million.
We won a CPR arbitration and confirmation of the arbitral award in the Southern District of New York as trial counsel for MHR Fund Management against a former senior member of MHR’s investment team, including a multimillion award of money damages and sanctions in the form of attorneys’ fees.
We successfully represented J. Christopher Burch and C. Wonder in Delaware Chancery Court action against Tory Burch and the directors of Tory Burch LLC asserting breach of fiduciary duty claims. We achieved a highly favorable settlement after winning a motion for expedited proceedings, enabling Mr. Burch to consummate a sale of his interests in this multi-billion dollar fashion brand.
We represented venture capital firm Foresite Capital Management in a dispute against the founder of one of its portfolio companies, GenapSys. FCM sought to remove the founder, and the founder countersued FCM for trade secret misappropriation. We obtained a complete victory that both removed the founder from his position and had his trade secret counterclaims dismissed.
We advised the board and top management of a financial technology company in a variety of disputes, including regulatory inquiries and shareholder litigation. We were retained to conduct arbitration against the former executive, and achieved a settlement on the eve of the hearing.
We represented a founding partner of a private equity firm with $6 billion of assets under management in claims related to discrimination, unequal pay, and breach of a partnership agreement. We settled the case favorably without needing to file any claim, including by obtaining additional compensation, reduced non-compete obligations, and accelerated vesting for our client.
We represented a partner in a contentious exit from a bi-costal venture capital firm on terms highly favorable to our client, including accelerated vesting of carry, continued service on boards, and significant severance pay.
We represented a departing managing partner of a private equity firm with $9 billion of assets under management, and secured a separation agreement with relaxed non-compete provisions, confirmed carried interest vesting, and additional cash bonuses.
We represented a private equity firm with $500 million of assets under management in a dispute regarding the exit of one of the firm’s three members. The case settled favorably before any claims were filed.
We represented a founding partner of a prominent professional services firm who left to start his own practice, and obtained ongoing payments and profit sharing.
We represent a large publicly-traded cannabis company in a dispute with its former founders pending in the Delaware Chancery Court. The dispute concerns the founders’ ongoing contractual obligations to the company and its affiliates following a reorganization of the company and a subsequent settlement to resolve certain claims against the founders that arose from the reorganization transactions.
We represented a fintech company in several founder’s disputes in confidential arbitrations.
We represented Aptos Labs in a case filed in New York state court by billionaire Shari Glazer, who sought $1 billion in damages based on claim that she was a co-founder of Aptos, rather than simply an investor. The case settled on confidential terms days after we deposed Ms. Glazer’s lawyer, following a court ruling that Ms. Glazer’s communications with that lawyer about her investment were not privileged.
We advise a large hospital system with respect to potential issues relating the termination by an outside medical specialty institute of the long-term partnership between the two. We are guiding the hospital system through various employment, intellectual property, contractual, and healthcare and other regulatory compliance issues that may arise from this business divorce.
We represented the founder of the renowned Los Angeles Kush cannabis brand, and several companies comprising the brand’s operations, in a dispute resulting from a failed merger. The dispute consisted of three separate actions in JAMS arbitration (FEM Ventures LLC v. Kawasaki), Los Angeles Superior Court (also named FEM Ventures LLC v. Kawasaki), and Orange County (FEM Ventures LLC v. Los Angeles Kush, Inc.), collectively alleging over $30 million in damages and disputing ownership of Los Angeles Kush’s flagship trademarks. Six months after we were brought in, the client was able to negotiate an advantageous global settlement.
We negotiated the exit of one of two managing members of a Silicon Valley venture capital firm on highly favorable terms.
We obtained a full jury verdict for our client, the co-founder of artificial intelligence company, for fraud and reformation claims brought against him by an investor. Our trial team convinced a federal jury in the District of Massachusetts that the investor’s claims were unsubstantiated, and an attempt simply to squeeze more money out of his existing investment.
We obtained an 8-figure settlement for plaintiffs during a jury trial in a San Jose real estate partnership dispute.
We successfully represented a Chinese private equity firm in an international arbitration against a former partner, in which the partner asserted an entitlement to carried interest and other benefits. Following a full hearing of the claim, the Tribunal dismissed the claim for carried interest, as well as all other material claims, and ordered the partner to pay our client’s costs.
We recently achieved a very significant settlement for the founders of a solar power company just days after closing arguments in an arbitration. The company had made a settlement offer of essentially nothing the week before – but, after learning the award was about to issue right after argument, the company hastened to settle the matter with urgency and on very favorable terms for the clients.