Thirteen Carruthers & Roth Attorneys Named to 2023 Best Lawyers®; Two Attorneys Named to 2023 Best Lawyers: Ones to Watch in America
August 26, 2022
Scott Dillon is the senior attorney in our Business, Tax and Estates department. He has a broad-based business, corporate, and transactional practice that includes handling personal and estate-related matters for the owners and their families. Scott has 40 years of experience dealing with legal issues affecting businesses and counseling with business owners on such matters, as well as drafting and negotiating business contracts.
Especially in recent years, the most substantial part of Scott’s practice has involved representing clients in the purchase and sale of businesses for amounts ranging from $1 million or less to more than $100 million. “The sale of a family business is frequently the largest and most important transaction many of our clients will face,” Scott says. “They look to us for advice in structuring the deal from a business and tax perspective and for assistance in all aspects of the transaction and their subsequent retirement planning. They place a great deal of trust in us we do not take lightly.”
Scott also has significant experience representing many local medical and dental practices in all aspects of their operations, including practice formation, professional employment agreements, owner buy-ins and buy-outs, and the purchase and sale of professional practices. He also is the go-to attorney at C&R on matters relating to the design and operation of qualified retirement plans, nonqualified deferred compensation plans, employee benefits, and self-directed IRA transactions.
Scott was managing partner of C&R for 25 years. When not working for his clients, he enjoys exercise (particularly cycling), playing with his five grandkids, and spending time at his second home at Holden Beach.
Negotiating the Sale of Family Business
Scott joined other C&R team members in recent years to represent a dozen or so longtime family businesses in unrelated business sales that involved investment bankers, private equity firms, and combined transaction value in excess of $300 million. Scott took the lead role in reviewing and negotiating the purchase agreements and other acquisition documents and supervising the C&R team in other aspects of closing these deals.
Helping a Team of Physicians Resolve a Shareholder Dispute
Four physicians holding stock in a large medical practice were in a deadlocked dispute with other physician shareholders over a compensation plan and call structure. As the situation deteriorated, Scott stepped in and helped his clients file a lawsuit to compel the involuntary dissolution of the practice. Negotiations led by Scott resulted in a decision to sell the practice for over $100 million as the means for resolving the dispute. Many years later, Scott still represents three of the four physicians in their personal and business matters.
Negotiating an Exclusive North Carolina Franchise
In a transaction that took two years to consummate, Scott recently assisted a leading North Carolina HVAC sales and service company negotiate and close a transaction with a national manufacturer involving a 15-year exclusive sales representative and service agreement and the cross-purchase of business operations inside and outside of the agreed N.C. territory. The two parties initially didn’t trust each other and frequently skirmished over customers and employees. Scott, working with his client’s executive team, helped the parties regain their trust and achieve a mutually beneficial partnership involving shared business opportunities.
Using Retirement Investments to Fund New Business Ventures
Scott has helped several clients use their retirement plan assets to purchase or launch new businesses, without taking a taxable distribution. The first step: Scott forms a corporation and establishes a 401(k) plan that permits investment of plan assets in company stock. Retirement benefits are then rolled over into individually-directed accounts and invested in common stock of the corporation. The rollover money paid to the corporation serves as working capital to pursue the client’s business objectives – whether they are purchasing a franchise, establishing a new real estate firm, launching a business to treat sleep disorders, or creating a cloud computing company.