Valuation in Shareholder Disputes: Fair Value, Discounts, Buy-Sell Agreements, and the Contrasting Perspectives of Minority and Controlling Stakeholders

Nene Glenn Gianfala | Chaffe & Associates

Ms. Gianfala is a Senior Vice President of Chaffe & Associates and received her Bachelor of Science in Management from Tulane Freeman School of Business and Master of Business Administration from the University of New Orleans. Ms. Gianfala is a licensed CPA, Accredited in Business Valuation by the AICPA and Accredited Senior Appraisers/Business Valuation by the American Society of Appraisers. Ms. Gianfala is an ASA with a specialty in Intangible Assets.

Riley Busenlener | Chaffe & Associates

Mr. Busenlener, CPA/ABV, ASA, AEP, JD, is a Vice President at Chaffe & Associates, Inc. He has over 17 years of experience in business valuations for a wide range of tax reporting and litigation purposes. He has taught business valuation and accounting at local universities and has served as a member of the Appraisal Standards Board. Mr. Busenlener has been a designated member of ASA for over 12 years having served as Treasurer and President of the Harold S. Clark, New Orleans Chapter. He received his Bachelor of Civil Law and Juris Doctor from LSU Paul Hebert Law Center. He received his Bachelor of Science from Florida State University. He received his Master of Accounting from Florida State University.

I. Fair value vs. fair market value | 1:00pm – 1:20pm

• Understand the distinctions between these valuation standards and their application in shareholder disputes

II. Discounts for lack of control and marketability | 1:20pm – 1:40pm

• Explore when and how these discounts are applied, including legal and practical considerations for minority shareholders and controlling stakeholders

III. Role of buy-sell agreements | 1:40pm – 2:00pm

• Examine how buy-sell agreements influence valuation in shareholder disputes and strategies for addressing ambiguities or disputes over their terms

Break | 2:00pm – 2:10pm

IV. Balancing competing interests | 2:10pm – 2:25pm

• Discuss strategies to address the competing interests of minority and majority shareholders while fostering fair and efficient resolutions

V. Case studies and practical applications | 2:25pm – 2:40pm

• Review real-world examples to highlight best practices and common pitfalls in navigating valuation disputes