Shareholder Dispute: Retaining an Economist

By Christopher Skerritt, M.Ed., MBA, Chief of Economic Services · Published · Reviewed

Retaining an economist in a partnership or shareholder dispute means engaging a valuation that follows the agreements and the claim: the valuation date, the standard of value, any buyout formula, and the purpose of the valuation are stated in the engagement letter before the analysis starts. The records request covers several years of financial statements, tax returns, general ledger detail, owner compensation, and related-party transactions, because normalizing those items is what converts the company's books into the earnings a valuation can rely on.

Checklist

  1. Run the conflict check on the company, each owner, and counsel
  2. State the valuation date, standard of value, interest to be valued, and purpose in the engagement letter
  3. Request financial statements, tax returns, general ledger detail, and budgets or forecasts
  4. Obtain owner compensation records, related-party transaction records, and distribution histories
  5. Provide the governing agreements, prior valuations, and any offers or transactions in the equity

Questions to ask the economist

Timeline

About one week for retention and the records request, then three to six weeks of analysis after the financial records arrive, then one to two weeks for the draft and final report.

Required documents

Common pitfalls

Frequently Asked Questions

What does the valuation report contain?

A statement of the interest valued, the date, the standard and premise of value, the purpose, the sources relied on, the normalization adjustments, the approaches applied and their reconciliation, and the conclusion. Each step is documented so the opposing valuation can be compared to it item by item.

What should counsel confirm before the valuation engagement is signed?

The interest to be valued, the valuation date, the standard and premise of value the claim requires, and the purpose of the valuation, all drawn from the governing agreements and the pleadings. Each of those shapes the method, and a change after the analysis starts means redoing date-specific work. The engagement letter records them so the report can state them on its first page.

How long does a valuation take?

About a week for retention and the records request, then several weeks of analysis after the financial statements, general ledger detail, and owner compensation records arrive, then a draft and final report. Normalizing several years of statements and gathering market data for the rate are the longest steps. A company with related-party transactions to unwind takes longer than one with clean books.

References

Request a consultation on Partnership and Shareholder Dispute or call (201) 343-0700. Plaintiff and defense counsel.