Kerlin expert witness in complex dispute involving right of first refusal

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Transactions

Kerlin acted as an expert witness in a complex family dispute involving a right of first refusal and a change of control transaction

Kerlin was engaged to act as an expert witness by legal counsel for the plantiff in a complex case that was in trial in Superior Court. This case involved a company that was owned equally by three siblings who were parties to a shareholder agreement governing the transfer of shares. The shareholder agreement included a right of first refusal as part of any share sales and required notification and a defined process to be followed before any transaction that involved a change of control. The company had equity valued at several hundred million dollars.

The basis for the case involved an action that had been taken to transfer control of the company to a third party without following the requirement as set forth in the shareholder agreement. Kerlin was able to communicate successfully to the court that the process proscribed by the shareholder agreement had not been followed, damaging the plaintiff and all the shareholders, and the most appropriate remedy was to unwind the transaction and return to status quo.

The plaintiff won the case in a very strong judgment. The case is currently on appeal.