Corporate Power Struggles: Protecting Founders From Boardroom Coups

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Recently Kevin Price, Host of the nationally syndicated Price of Business Show, interviewed Alexander Paykin.

The Alexander Paykin Commentaries

On a recent episode of the Price of Business Show, host Kevin Price interviewed Alexander Paykin, Esq., Managing Director of Paykin Law, about a challenging corporate governance scenario: a founder owns the largest block of shares but discovers the board is preparing to vote to remove him as CEO.

As Paykin explained, ownership and management rights are separate. A founder may hold a substantial ownership interest without having the authority to control the company’s day-to-day management.

The outcome often depends on the company’s governing documents, including its charter, bylaws, shareholder and voting agreements, financing documents, and applicable entity law. These documents determine who elects directors, who appoints officers, and what notice, quorum, or consent requirements apply.

When a contested vote is approaching, timing can be critical. Reviewing the meeting notice, capitalization table, board composition, and removal provisions may reveal issues that can be addressed before the dispute reaches the courtroom. Depending on the circumstances, emergency court relief may also be appropriate.

The key takeaway: a threatened corporate power struggle is often a document and timing problem before it becomes a courtroom problem.

Alexander Paykin, Esq. is Managing Director of Paykin Law, a New York firm whose work includes commercial litigation, real estate and complex transactions. Learn more at https://www.paykinlaw.net/attorneys/alexander-paykin-esq.

 

 

Alexander Paykin, Esq., Managing Director of The Law Office of Alexander Paykin, P.C., based out of New York, focused his practice in real estate and commercial litigation and complex transactions. His firm also provides technology and finance consultancy services to its clients, including other law firms throughout the US.  With a background spanning multiple countries and businesses in finance and IT, Paykin brings a unique perspective to his legal practice.  His firm is modeled as a high-tech, client-centered practice, focusing on efficient service delivery in litigation and complex transactions related to business, commerce, finance, and real estate. He also operates a real estate brokerage and a real estate holding company.  Mr. Paykin regularly teaches continuing legal education courses and has been published in prestigious legal journals. His writings cover topics such as mutual insurer demutualization, the business judgment rule, law practice management, and the use of artificial intelligence in modern law practice.
Mr. Paykin sits on multiple professional committees and the boards of three 501c3 non-profits, as well as a condominium board.
Connect with Alexander Paykin on social media:
Twitter/X: @Paykinlaw

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