You believe someone with power over the business used that power for the wrong purpose.

Short Answer

Start with the person's role and authority. Not every owner, employee, officer, manager, or advisor owes the same duties in every setting. Identify the decision, conflict, secret benefit, diverted opportunity, withheld information, or misuse of company property that concerns you. Then determine who was harmed: you directly, the company, or both. Preserve governing documents, approvals, financial records, communications, and evidence of personal benefit. The facts may support a direct claim, a company claim, a derivative claim, a contract claim, or no fiduciary claim at all.

When This Becomes Urgent

• A conflicted transaction, transfer, loan, or sale is about to close.
• Company opportunities, customers, employees, or confidential information are being redirected.
• The person controls the records needed to evaluate the conduct.

What Usually Goes Wrong

• Assuming the word partner automatically establishes every fiduciary duty.
• Ignoring limits or modifications in the governing agreement and statute.
• Pleading personal harm when the economic injury belongs to the company.

Why Miami Experience Matters

Miami businesses often use overlapping roles and related entities. The same person may be owner, manager, broker, landlord, lender, or vendor. Local experience helps separate those roles, identify the source of authority, and trace whether a private benefit came at the company's expense.

What to Have Ready

• Operating agreement, bylaws, shareholder agreement, and resolutions.
• The person's title, duties, authority, and conflict disclosures.
• Contracts, payments, communications, and related party records.
• Evidence of the opportunity, benefit, loss, or information withheld.
• A timeline showing when the conduct was discovered.

What Typically Happens Next

Counsel identifies the duty, any contractual limits, the conduct, the harmed party, and the available remedy. The response may begin with records, disclosure, recusal, preservation, or a demand. If value is moving, emergency relief may be considered. A strong claim explains the role, conflict, benefit, and harm without using fiduciary duty as a catchall label.

Related Questions and Reading

• When You Suspect Partner Fraud
• Defending a Business Fraud Accusation
• Minority Owner Freeze Outs
• Breach of Fiduciary Duty
• Browse Ask Aaron

Disclaimer

This is general information, not legal advice. Viewing this page or contacting the firm does not create an attorney client relationship. Deadlines can be short. If your matter is time sensitive, call the office at 305-672-7495.