Business Litigation

A business dispute rarely arrives at a convenient time. A partner stops pulling their weight or starts moving money, a customer refuses to pay for work already delivered, a vendor walks away from a signed agreement, or a former employee opens a competing shop using what they learned inside yours. Whether you are the one owed something or the one being sued, the questions are the same: what does the law actually require, what can be recovered, and what is the fastest and least costly path to a real resolution.

Boyadzhyan Legal Shield represents businesses and their owners throughout Los Angeles and the San Fernando Valley in contract, partnership, fiduciary, fraud, and unfair-competition disputes. Founding attorney Knarik Boyadzhyan is a former Deputy Public Defender who built her career on preparation, evidence, and courtroom advocacy — the same discipline a business dispute demands. We handle these matters as they should be handled: by pinning down the legal elements early, gathering the documents that prove or disprove them, and pressing for the resolution that protects the company.

Most business disputes are ultimately about a broken promise and a number. But the law does not simply ask who behaved badly — it asks whether each element of a specific claim can be proven, and by what evidence. A breach-of-contract case turns on four defined elements; a fiduciary-duty case turns on the existence and scope of the duty; a fraud case turns on a false statement made with intent. Understanding exactly which claim fits the facts, and what each one requires, is where a case is won or lost long before trial.

From the first meeting, our goal is to assess the strength of your position honestly, preserve the evidence that matters, and pursue the outcome that serves the business — a favorable settlement where that makes sense, and a trial-ready posture when it does not. This page is general information about California business litigation, not legal advice about your particular dispute.

Breach of contract is the backbone of business litigation, and California law defines it precisely. To prevail, a plaintiff generally must prove four elements: (1) the existence of a valid contract; (2) that the plaintiff performed its own obligations or was excused from performing; (3) that the defendant breached — failed to do what the contract required; and (4) that the breach caused the plaintiff damages. Each element must be established; a claim that stumbles on any one of them fails, which is why a careful, element-by-element analysis is the first thing we do on any contract dispute.

Not every breach is the same. A material breach goes to the heart of the bargain and can excuse the other side from further performance and support a claim for the full loss; a minor or immaterial breach may entitle the injured party to damages but not to walk away from the deal. An anticipatory breach is different again — it occurs when one party clearly signals, before performance is due, that it will not perform, allowing the other side to treat the contract as breached immediately rather than waiting for the deadline to pass. Classifying the breach correctly drives both strategy and the remedy available.

California offers several remedies for a proven breach. The default is compensatory damages — under Civil Code § 3300, the amount that will put the injured party in the position it would have occupied had the contract been performed. Where money is inadequate, for example a contract involving unique property or a business interest, a court may order specific performance, compelling the breaching party to actually perform. Rescission unwinds the contract and restores the parties to their pre-contract positions, an option often paired with a fraud or mistake theory. Choosing the right remedy is part of building the claim, not an afterthought.

One frequently overlooked point can decide who pays for the fight itself: attorney's fees. In California each side generally bears its own fees unless a statute or the contract says otherwise. Civil Code § 1717 makes a contractual attorney's-fee clause reciprocal — even if it is written to favor only one party, the prevailing party in an action on the contract can recover fees. Because a fee clause can dwarf the underlying dispute, we read it closely at the outset; it often shapes whether and how a case should be litigated or settled.

Disputes among the owners of a business are among the most contentious matters we handle, because they combine money, control, and broken trust. Partners, corporate directors and officers, majority shareholders, and managing members of an LLC do not deal with one another at arm's length — they owe fiduciary duties of loyalty and care to the entity and to each other. For partnerships, Corporations Code § 16404 codifies these duties, requiring a partner to account for profits, refrain from self-dealing and competing with the partnership, and act in good faith. Similar duties apply to corporate fiduciaries and controlling shareholders.

A fiduciary breach looks different from an ordinary contract breach. Self-dealing — steering company money, contracts, or opportunities to oneself — diverting a business opportunity that belonged to the entity, freezing out a minority owner, or manipulating distributions and records can all support a claim. Because a fiduciary relationship carries heightened obligations, the available remedies are broader than in a simple contract case, potentially including an accounting, disgorgement of improper gains, removal, and other equitable relief.

Sometimes the wrong is done to the company itself rather than to an owner individually. In that situation a shareholder may bring a derivative action — a lawsuit filed on behalf of the corporation to recover for harm the corporation suffered, typically because those in control will not sue themselves. California imposes specific procedural requirements on these suits, including the demand and standing rules of Corporations Code § 800, and getting those requirements right is essential; a derivative claim can be dismissed on procedure before the merits are ever reached. We evaluate at the outset whether a claim is properly direct, derivative, or both, because that choice affects who controls the case and who recovers.

Fraud reaches conduct that a contract claim cannot. California's deceit statutes, Civil Code §§ 1709–1710, impose liability on one who willfully deceives another with intent to induce reliance. The classic elements are a false representation of a material fact, knowledge of its falsity (or a reckless disregard for the truth), an intent to induce reliance, justifiable reliance by the plaintiff, and resulting damage. Fraud can also arise from the concealment of a fact one has a duty to disclose, or from a promise made with no intention of keeping it. Because fraud carries a higher pleading standard and, where proven, can support remedies beyond ordinary contract damages, it must be alleged carefully and backed by real evidence — not simply pleaded because a deal went bad.

California's Unfair Competition Law, Business & Professions Code § 17200, is one of the most powerful tools in business litigation precisely because it is so broad. It prohibits any 'unlawful, unfair, or fraudulent' business act or practice, and each of those three prongs is independent — a practice can violate the statute by being unlawful (borrowing a violation of some other law), or unfair, or likely to deceive, even without a separately actionable wrong. Section 17200 frequently accompanies breach-of-contract, fraud, and trade-secret claims, and its remedies are focused on stopping the conduct and restoring what was lost: injunctive relief and restitution rather than damages. Understanding what § 17200 does and does not reach — and how it interlocks with the other claims in a case — is central to how we frame a business dispute.

Filing a lawsuit is not always the right first move, and sometimes it is not an option at all. Many commercial contracts contain clauses that require the parties to mediate, to arbitrate, or both, before or instead of going to court — and California courts generally enforce them. Part of assessing any dispute is reading those provisions closely, because they determine where the fight will happen, under what rules, and how quickly.

Mediation is a voluntary, confidential process in which a neutral helps the parties reach their own settlement; it resolves the large majority of business disputes efficiently and on terms the parties control. Arbitration is different: a private decision-maker hears the evidence and issues a binding award, usually faster and more privately than a trial but with limited rights of appeal. Litigation in court offers the fullest procedural protections — discovery, motions, and a jury — and remains the right path for many disputes, particularly where an injunction, a public record, or the leverage of the courthouse is needed.

There is no single right answer among these forums; the best choice depends on the contract, the stakes, the need for speed or confidentiality, and your goals. We prepare every matter to the same standard regardless of forum, because a party that is genuinely ready to try its case negotiates and arbitrates from strength — and because the option to walk into a courtroom prepared is often what produces a fair resolution short of one.

Boyadzhyan Legal Shield is based in Encino on Ventura Boulevard and represents businesses and their owners throughout the San Fernando Valley and greater Los Angeles — Sherman Oaks, Tarzana, Van Nuys, Woodland Hills, Studio City, Northridge, and the surrounding communities. The Valley is home to countless closely held companies, partnerships, and family businesses, and their disputes have a texture a downtown-only firm does not always appreciate.

Business and civil cases arising in the San Fernando Valley are generally filed in the Los Angeles Superior Court, with many Valley matters heard at the Van Nuys Courthouse; larger and more complex civil disputes are often litigated downtown at the Stanley Mosk Courthouse, which houses the court's complex-civil and general civil departments. Knowing where a given dispute belongs, how the local courts move, and how these cases are actually resolved in Los Angeles County is a practical advantage in charting strategy and cost.

Whether you need to bring a claim or defend one, the most valuable work often happens early — preserving evidence, evaluating the elements honestly, and positioning the matter for a favorable resolution before litigation costs mount. If your company is facing a business dispute anywhere in the Valley or greater Los Angeles, we are ready to help you assess it and protect the business.