Clintsman et al. v. Gervais et al. (2021): LLC member oppression and Breach of Fiduciary Duty
As lead counsel, represented two siblings in a family–owned business with a total of seven sibling members. The siblings collectively owned six LLCs, which in turn owned over 100 pieces of real estate in various states. The case was largely litigated during the COVID-19 pandemic, with numerous depositions and motion hearings. The court granted summary judgment in favor of Janel’s clients on their oppression and breach of fiduciary duty claims and granted their motion for a fair value buyout. No trial was necessary. It is believed that this is the first decision in which a court has granted a fair value buyout award, on motion, to a member of an LLC under Minnesota’s Revised Limited Liability Company Act, Minnesota Statutes Chapter 322C.
Holmes et al. v. O’Connor and Taco John’s International et al. (2021): Shareholder Oppression and Breach of Fiduciary Duty
Represented three owners in the family–owned Taco John’s business, which is the largest privately–owned company in the state of Wyoming. As lead counsel, Ms. Dressen commenced an action in Wyoming state court against the companies and certain other shareholders and directors for shareholder oppression and breach of fiduciary duty. After extensive litigation, a resolution was negotiated that resulted in a buyout and business divorce of Ms. Dressen’s clients from the Taco John’s enterprise.
Feneis v. Feneis: Shareholder Oppression and Breach of Contract
Represented 50% business owner in three family–owned Minnesota businesses against other 50% owner, who was plaintiff’s brother. As lead counsel, obtained a buyout award in plaintiff’s/client’s favor on summary judgment entitling plaintiff to purchase his brother’s ownership interests in the three family businesses pursuant to the terms of the brothers’ buy-sell agreement. Defendant’s summary judgment motion was denied in its entirety and no trial was necessary.
MDR Real Estate Holdings, LLC et al. v. AHA Yorktown, LLC et al.: Breach of Contract, Fiduciary Duty and Oppression
As lead counsel, obtained summary judgment dismissing defendants’ counterclaims and obtaining a very favorable ruling in plaintiffs’ favor in a multi–million dollar contract and business dispute between business partners involving various affordable housing projects.
Christiansen et al.: Legal Malpractice
In a legal malpractice action, on behalf of defendants, obtained complete dismissal of all but one minor claim on Rule 12 Motion to Dismiss, without having to conduct any discovery or incur significant expense. Following the Rule 12 Motion to Dismiss, Plaintiff stipulated to the dismissal of the remaining limited claim, with prejudice, without payment or receipt of anything in return.
Charles Barry v. Twin City Fan Co. and Melanie Barry: Shareholder Oppression and Divorce
Served as lead counsel to Melanie Barry and her trusts in highly publicized litigation and arbitration proceedings involving her ownership interests in Twin City Fan and other family–owned businesses and her marital dissolution from her husband of fifty–five years, pending in Minnesota and Florida, arising out of her former husband’s alleged misappropriation and abuse of corporate assets, 17 year extramarital affair and dissipation of marital assets, and his demand for a fair value buyout. All matters were fully resolved in early 2018 with a full separation of the parties and business interests.
Lund v. Lund: Kim Lund Is Awarded $45.2 Million in Ownership Buyout Dispute
Following a 5 day trial, Hennepin County District Court Judge Ivy Bernhardson ruled that Kim Lund was the “prevailing party” against her brother, Tres Lund, and various Lund’s entities, in a lengthy legal battle centered on the value of Kim Lund’s ownership interests and Tres Lund’s exercise of power and control over Kim’s interests. In the Court’s 54–page opinion concluding this complex shareholder dispute, the Court awarded Kim $45,225,000, which means that Lund’s must buy Kim Lund out over time for that price. The Court also awarded Kim her court costs. The award was upheld on appeal and affirmed in all respects.
Representation of LLC and LLC owner: Ownership and Employment Claims
Served as lead counsel for LLC and LLC owner in 2016 and 2017, in an arbitration proceeding commenced by claimant in Arizona alleging ownership and employment related claims and seeking millions of dollars in damages and legal fees and expenses. Obtained full defense verdict after multiple day arbitration proceeding with a panel of three arbitrators.
JML Heirs, LLC v. Superior Mineral Resources LLC et al.: Contract and Ownership Claims
Represented President of company in arbitration proceeding commenced by claimant alleging various contract, ownership and statutory claims. Obtained full dismissal of all claims, with prejudice, in Respondents’ favor, and a full fee and costs award in Respondents’ favor in excess of $500,000.
The Cameron-Ehlen Group d/b/a Precision Lens v. Sightpath Medical, LLC et al.: Contract, Non-Compete and Tortious Interference Claims
Successfully defended Respondents in arbitration on claims seeking damages for seven figures for breach of non-compete agreement and tortious interference with non-compete agreement. Obtained complete dismissal of all claims and a full attorneys’ fee award in Respondents’ favor.
FDIC v. Community Security Bank, New Prague: Bank Litigation
Negotiated settlement of claims substantially under the insurance policy limits against former bank officers and directors and obtained dismissal of all former bank officers and directors before action was commenced.
Manna Freight Systems, Inc. v. Steve Silver Co.: Contract Action
Obtained dismissal of action commenced against client in Texas and negotiated settlement of client’s claims in Minnesota action resulting in ongoing business agreement for client.
Motion to Dismiss Granted in Fraudulent Transfer Case
Successfully briefed and argued motion to dismiss in fraudulent transfer case relating to a mortgage real estate loan for case commenced in Florida state court.
Representation of Victim's Family in Bail Hearing
Helped secure $1 million bail for defendant on behalf of the family of an underage sexual assault victim.
Illinois Farmers Ins. Co., et al. v. Mobile Diagnostic Imaging, Inc., et al.: Fraud Claim Dismissed for Client
Obtained a complete dismissal, with prejudice, of client in an alleged fraud and kickback case against numerous Minnesota chiropractors in Minnesota.
First Security Bank – West and First Security Bank – Sleepy Eye v. First Premier Capital et al.: Contract Claim Dismissal for Client
In a breach of contract case in state court Minnesota, obtained an early dismissal, with prejudice of First Premier Capital LLC.
Alerus Financial National Association v. First Premier Capital LLC, T. Denny Sanford, William Kelly and Steve Alpeter: Contract and Fraud Claims Dismissed for Clients
Awarded a complete dismissal of T. Denny Sanford, William Kelly and Steve Alpeter on claims against them on personal guarantees for in excess of $8,000,000 by arbitration panel after a full arbitration hearing.
Toretta v. Lachinski et al.: Shareholder Oppression and Breach of Fiduciary Duty Claims Dismissed for Clients
Successfully defended two directors of a closely–held Minnesota company in a breach of fiduciary duty and Minn. Stat. § 302A.751 (unfair prejudice) trial in state court in Minnesota. The trial’s court’s dismissal of claims against Janel's clients was affirmed on appeal.
Cook v. Cook: Fraud in Divorce
Successfully obtained payment of $318,000 on behalf of client in a business fraud case against her ex-husband arising out of their divorce in approximately 90 days of representation.
Brauer v. Brauer: Fraud in Divorce
Obtained judgment on motion and without a trial in client’s favor in excess of $430,000 in Minnesota state court.
Hinshon v. Westlake: Partnership Dispute
Successfully negotiated a business break-up on behalf of client among two business owners of a closely-held Minnesota business after one day of trial in Minnesota state court.
Defense of FDIC Demands/Banking Litigation
On behalf of former bank officers and directors, successfully defended and resolved negligence and breach of fiduciary duty demands from the FDIC to former directors and officers of closed-down banks.
Non-Competition Agreements/Employment Advice
Worked with several employers to defend against and prosecute non–competition agreement claims and provide ongoing employment and ownership advice relating to dispute matters.