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Murphy Rosen & Meylan LLP. California trial attorneys based in Santa Monica focusing on civil business litigation and criminal defense.
Practice Areas
Corporation & Partnership Disputes
Anyone who has ever served as an officer or director of a corporation, or who has been a partner in a partnership, knows that disputes between the principles of a company or partnership are all too frequent.

Officers, directors and partners have legally enforceable obligations of due care, loyalty and honesty. When these fiduciary duties are breached, litigation often follows. Murphy Rosen & Meylan lawyers regularly prosecute or defend such claims on behalf of officers, directors and partners in disputes arising from diverse business settings. Firm attorneys have successfully handled litigation involving disputes over control of corporations, minority shareholder claims, corporate mismanagement, dissipation of assets, and corporate and partnership dissolutions.

This area of the law is particularly intriguing because of the range of options available to the parties. Our lawyers have extensive knowledge and experience in this realm, and they work hand in hand with the client to devise and execute a strategy that best fits the particular circumstances of the case. We have been successful in securing, either through trial or settlement, such varied remedies as actual dissolution, structured buy-outs, "put" options, and, most frequently, money damages.

In addition, we are often consulted when potential corporate or partnership disputes appear on the horizon. Our experienced attorneys have been able to provide consultation and creative strategies to prevent the dispute from becoming a litigated matter.


Some of the cases our lawyers are handling or have handled include:
We recently obtained a defense verdict in a securities class action case against the directors and preferred shareholders of a publicly traded company in which plaintiffs alleged that defendants breached their fiduciary duties by selling the company's assets and distributing the proceeds to the preferred shareholders, leaving nothing for the common. After a four week bench trial, the Court ruled that defendants did not breach their duties and that the transaction was fair to the common shareholders.
We currently are defending the former President of a company formed to develop and market an interactive television software program. The lawsuit alleges theft of trade secrets, breach of fiduciary duty and breach of contract arising from the former President's resignation from the company and ultimate employment with a company developing a competing technology.
In a dispute that is drawing wide attention in the legal profession, we currently represent a now-dissolved law firm against another law firm in a suit that is testing the extent to which law partners owe a fiduciary duty to one another when they move to a new law firm taking a large book of business with them. The case involves cutting-edge issues of breach of fiduciary duty and has already resulted in a precedent-setting decision by the Court of Appeal.
We represent or have represented dozens of clients on issues relating to law firm dissolution and withdrawal issues and our lawyers periodically lecture on related topics, most recently before the Los Angeles County Bar Association regarding fiduciary duties of departing law partners.
We represented a partner in a partnership created to sell patriotic merchandise on the Internet, and which became the first website to sell the "Iraqi Most Wanted" playing cards. The lawsuit concerned distribution of partnership profits. After aggressively litigating the case, we were able to obtain a favorable settlement on behalf of our client.
Our lawyers also represented the founder and CEO of one of the nation's largest automobile brokers in an action involving a hostile takeover by the minority and preferred shareholders. After successfully defending against a temporary restraining order and preliminary injunction, we obtained a favorable settlement for our client.

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