THE ADVANTAGE IN SHAREHOLDER & OWNER DISPUTES
It is usually in the best interests of an entrepreneur to start with an attorney who is a deal maker. Transaction attorneys are experienced in negotiating and accurately documenting business deals – litigators spend their time primarily with court and evidence rules and proof issues. Most shareholder disputes can be resolved on a business basis, using contracts negotiation skills, and the objective should be to avoid the opportunity cost and expense of litigation. If you can't resolve the dispute on a business basis and a suit is necessary, then bringing in litigation counsel is appropriate.
Calling on skills developed in mergers and acquisitions work and in fiduciary duty counseling, Mr. Parrott has represented dozens of entrepreneurs in negotiating with their other owners and in effectively documenting the resolution of internal shareholder and member disputes, company break-ups or split-ups, and company buy-outs to meet his clients' objectives.
MERGERS & ACQUISITIONS EXPERIENCE
Mr. Parrott has represented companies in over 100 transactions for sales of entrepreneurial businesses, purchases of entrepreneurial businesses, and mergers of entrepreneurial businesses, ranging in size from the low hundred thousands to over $100 million. He represents both sellers and buyers, so he knows the issues from both points of view, which is valuable in negotiating the deal, drafting the deal documents, and in getting the deal to closing.
CONTRACTS AND CORPORATE/LLC LAW EXPERIENCE
Mr. Parrott has analyzed, negotiated, and documented many hundreds of business transactions and contracts, as well as many hundreds of corporate, limited liability company, and partnership matters, from start-up transactions to transactions over $100 million. For numerous companies, he has handled the organization and structuring of their businesses and has advised upon and documented the relationships among the holders of the companies' equity, including articles, by-laws, operating agreements, shareholder agreements, governance agreements, buy-sell agreements, indemnification agreements, stock and membership redemption agreements, and the documentation required to maintain corporate formalities required by Virginia law.
Mr. Parrott advises many clients' boards of directors and executive officers on an ongoing basis. He often acts as clients' principal legal advisor to quarterback the fulfillment of the legal needs that serve their businesses.
Mr. Parrott has substantial expertise in the Virginia Stock Corporation Act and the Virginia Limited Liability Company Act.
Rosanne Labrozzi, whose experience spans 20 years serving as a paralegal in corporate, LLC, and business law matters, works with Mr. Parrott on corporate and LLC filings, drafting for and compliance with corporate and LLC formalities, transactions support, and dealing with the State Corporation Commission and the various Secretaries of State. Ms. Labrozzi's more complete biography is set forth in the “About” section above.
HOW ARE MR. PARROTT'S RATINGS DETERMINED?
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BAR ASSOCIATION MEMBERSHIPS
Mr. Parrott is a member of the American Bar Association's Business Law Section, its Mergers & Acquisitions Committee (former member, Editorial Committee for the Model Joint Venture Agreement), its Center for Professional Responsibility, and the Dispute Resolution Committee of the Business Law Section. He is also member of the Virginia State Bar's Business Law Section and its Joint Alternative Dispute Resolution Committee.
Mr. Parrott holds an A.B. in History from Duke University, 1969, and a J.D. from the University of North Carolina School of Law, 1973.