Breaking Up a Fight: Redemption of a Shareholder’s Call Option Right

Client: Director also Holder of Call Option

Industry: Hospitality (international)

Director of a large hospitality group with international ambitions and locations would like to exercise and capitalize his call-option because of ‘incompatible characters’ and differences of opinion (on strategy and management) with his co-director (also sole shareholder). After years of legal wrangling about the specifics and legal validity of the call-option, previous share transfers, mutual financial relations and the value of share packages, Nederhof played a major role in getting the two parties to the table. Nederhof suggested dividing up operations, while setting off all liabilities against full and final discharge. To the client’s full satisfaction the call-option was redeemed for cash and compensation in kind (a trade name and transfer of the sole remaining location outside the Netherlands). Nederhof managed not only to end a long drawn-out conflict but helped avoid imminent liquidation.