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Family-owned businesses have been a stabilizing force in the economy for centuries. Schnader takes a holistic approach to understand the nuances of the business, the family and the individuals involved in the family business in order to provide comprehensive and cost-effective representation on a broad array of topics.

Businesses today must operate within a complex and ever-changing labyrinth of laws and regulations. We help guide our clients through this precarious legal landscape proactively to resolve issues before they become problems. We have the breadth and depth of knowledge ranging from helping clients grow their business through licensing, franchising or raising capital, to helping them decide when to sell. We measure our success not only by the complex battles we fight and win but also by the controversies we have helped clients avoid with positive results.

Our clientele consists of small firms intending to remain closely-held, or in the family, to large companies considering public offerings. Regardless of size, we help clients integrate business and personal objectives into a comprehensive and cohesive plan.

Schnader attorneys also handle an array of business disputes. We regularly represent family businesses and owners in mediation, arbitration and litigation. Our attorneys have served as national trial and coordinating counsel in various matters and disputes involving thousands of lawsuits. In this capacity, we provide the likelihood that our clients will obtain not only favorable results but also cost effective settlements.

The Family Business group consists of attorneys that share a passion for helping clients address an array of legal issues facing family-owned businesses. We counsel clients through all stages of development, providing vigorous representation for arising legal issues including:

Organizational and Shareholder Matters – Advising on business formation and structures, control techniques, distribution or restriction of shares and shareholder agreements

Financing Matters – Identifying company and shareholder cash needs and advising on steps to develop liquidity, including organizational changes, recapitalizations and debt or equity financing

Joint Ventures – Structuring business ventures, including public-private partnerships

Mergers and Acquisitions – Buying, selling, merging and consolidating companies and planning for liquidity events

Employment Matters – Labor unions, employment matters, including employment, non-compete and severance agreements

Tax – Federal and state tax matters, employee benefits, pension plans, 401(k)s, including obtaining private rulings on transactions and assisting in representation in administrative appeals and litigation

Real Estate – Real estate purchase, sale, management and leasing matters

Intellectual Property – Protecting trade secrets, licensing, franchising, copyright, trademark and patent matters

Regulatory – Federal, state and local regulatory compliance and compliance, antitrust counseling and environmental matters

Wealth Management – Estate planning, intergenerational issues and planning for future generations

Representative Matters:

  • Represented shareholders of family business in shareholder agreements to prevent stock transfers to third parties, employment agreements for active family members and severance/separation agreements for inactive family members.
  • Represented family members in the sale of a majority of the shares in a family business to a French utility and developed wealth transfer plans and management transition plans.
  • Represented a family business in their-development of a brownfield site in a blighted area using New Market Tax Credits and other community lenders. Advised on the formation of investment partnerships and tax planning.
  • Represented a family business in the renegotiation and documentation of its accounts receivable and inventory lending line with its bank lender.
  • Represented the majority owners of a family business in the scrap recycling industry in the arbitration of disputes with the minority shareholders over control and compensation and, ultimately, the buy-out of the minority shareholders’ interests with mortgage financing.
  • Represented controlling shareholders of a family-owned real estate development business in litigation brought by other family members seeking to dissolve or partition the family business. Obtained summary judgment for controlling shareholders in multiple jurisdictions.
  • Represented a shareholder of a family business in litigation on claims of stealing corporate opportunity, breach of fiduciary duty and bad faith claims when a family member started a related business that resulted in a buy out of the shares in the family business and severance arrangements.
  • Represented a family-owned investment company and the corporation of which it is the majority shareholder in litigation against minority shareholders alleging breach of a shareholders’ agreement. Obtained summary judgment dismissing the minority shareholders’ complaint that ultimately led to a stock purchase option agreement with the minority shareholders.
  • Representing two second generation employees and 20 percent shareholders of a family business against the corporation for the wrongful taking of shares awarded to them as a bonus and against the corporation and representing 50 percent shareholder for discrimination and retaliation as well as litigation initiated by the 50 percent shareholder for oppression against our clients and their father, also a shareholder.

Our Attorneys

Roberta A. Barsotti

Roberta A. Barsotti

215-751-2494

Philadelphia, PA

rbarsotti@schnader.com

 215-751-2494 Philadelphia, PA
M. Christine Carty

M. Christine Carty

212-973-8012

New York, NY

ccarty@schnader.com

 212-973-8012 New York, NY
Elliot Dater

Elliot Dater

412-577-5214

Pittsburgh, PA

edater@schnader.com

 412-577-5214 Pittsburgh, PA
Sarah Hewitt

Sarah Hewitt

212-973-8123

New York, NY Philadelphia, PA

shewitt@schnader.com

 212-973-8123 New York, NY Philadelphia, PA
H. Lee Schwartzberg, Jr.

H. Lee Schwartzberg, Jr.

215-751-2283

Philadelphia, PA

lschwartzberg@schnader.com

 215-751-2283 Philadelphia, PA

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The Higher Calling Of The Law Requires...

Inclusion. When Pennsylvania Attorney General William Schnader left politics and sought to return to private practice in Philadelphia, he discovered that no major Philadelphia law firms would hire his protégé, Bernard Segal, a Jewish attorney. In response, in 1935, William Schnader, Bernard Segal and Francis Lewis formed a new law firm, Schnader & Lewis -- the first religiously integrated law firm in Philadelphia.

Innovation. Because Schnader was religiously integrated from its founding, many local clients in the Philadelphia area would not retain the firm in the 1930s and 1940s. Accordingly, the firm sought to represent larger, national companies.

Vision. Firm founder William Schnader was president of the National Conference of Commissioners on Uniform State Laws, which drafted and developed the Uniform Commercial Code. He successfully campaigned for the Code's adoption in 49 states.

The pursuit of freedom. At the request of President Truman, firm founder Earl Harrison, as Commissioner of the Immigration and Naturalization Service, toured displaced persons camps at the end of World War II and recommended to the President that displaced persons in Europe be permitted to resettle in Palestine. His report was a major factor that led to American support for the establishment of Israel.

The pursuit of justice. Firm founder Earl Harrison testified on behalf of an African-American student denied entry to the University of Texas School of Law because of his race. The case challenged the "separate but equal" doctrine, as applied to state law schools and laid the foundation for Brown v. Board of Education. The Supreme Court eventually overturned the lower courts' decisions and ordered the University of Texas to admit qualified black applicants.

Courage. Firm founder Bernard Segal convinced the Philadelphia bar to defend nine accused Communists pro bono. The defendants were convicted but their cases were thrown out on appeal. As a result, the Justice Department abandoned Smith Act prosecutions across the country.

The pursuit of justice. When George Wallace threatened to block integration of the University of Alabama, Schnader’s Bernard Segal drafted a statement in opposition. He and Jerome Shestack called lawyers all over the country requesting their support. The statement was published in the Birmingham News with 53 prominent lawyer signatories and provided support for President Kennedy's Executive Order federalizing the Alabama National Guard.

The pursuit of justice. In the wake of George Wallace's efforts to impede the integration of the University of Alabama, and at the urging of Schnader’s Bernard Segal, President Kennedy convened 244 lawyers at the White House to ask them to move the battle for civil rights and racial equality to the courts. The Lawyers’ Committee for Civil Rights Under Law was born and Jerome Shestack became its full-time executive director while continuing to practice at Schnader.

Inclusion. Firm founder Bernard Segal was chair of the ABA’s Committee on the Federal Judiciary. He advocated the appointment of federal judges of all genders and races.

Inclusion. Firm founder Bernard Segal was the first Jewish person to serve as Chancellor of the Philadelphia Bar Association. He encouraged the bar into public service and expanded its racial horizons.

Inclusion. Schnader was one of the first major Philadelphia firms to hire a female attorney.

Diversity. Schnader was a founding member of the Philadelphia Diversity Law Group, which aims to increase the number of diverse attorneys in-house and in private practice.

Inclusion. The firm appointed Albert Dandridge as Chief Diversity Officer and charged him with increasing and developing our bench of diverse attorneys.

Service. The firm adopted Caton Village (now closed), a halfway house for women in Philadelphia, where we provided free legal clinics and social and educational activities for its residents.

Service. Schnader lawyers regularly represent undocumented children who were abused or abandoned by their parents. We help these children obtain guardians, stop removal proceedings, and begin the path to citizenship.

Service. As U.S. veterans waited an average of four years for a ruling on the denial of their disability benefits, Schnader attorneys led a campaign advocating for a solution to address the backlog.

The pursuit of justice. Schnader attorneys represented Guantanamo Bay detainees, advocating for fair treatment and due process against a byzantine legal landscape.

Service. With a nonprofit partner, Schnader attorneys and staff designed and taught a pilot life skills seminar for young adults aging out of the foster care system. The program included lessons on securing vital documents, opening a bank account, looking for jobs and going to an interview.

Service. Schnader attorneys help middle school students in Pittsburgh set up a youth court, prepare for mock trials and draft a bill of rights for their school. The students learn about Constitutional law, advocacy and restorative justice from participating in these programs.

Service. Bernard Segal, a founder of the firm, believed that Schnader's hallmark is its "dedication to the higher calling of the law," which he defined as "the lawyer's obligation to assume an active role in the pursuit of a just and ordered society, in helping to solve the emerging problems of social, economic and political importance, and to serve the public as his or her client, as she or he would serve a full-paying client."

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