J. Scott Dillon

Of Counsel
Phone (336) 478-1119
Fax (336) 478-1120
jsd@crlaw.com
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About

Scott Dillon joined Carruthers & Roth as an associate attorney in 1983 and practiced law with the firm his entire career. He retired from the practice of law at the end of 2024 but still serves as Of Counsel to the firm. Prior to his retirement, Scott maintained a broad-based business, corporate, and transactional practice, including estate planning and administration for business owners. His areas of emphasis included mergers and acquisitions, executive compensation, qualified retirement plans, employee benefits, and the representation of physician and dental practices. He also served as the managing partner of the firm for 25 years, and he still frequently consults with the firm on on-going matters relating to the firm and its clients. Scott will tell you that he treasures the life-long friendships he made and still enjoys with so many of his clients and that he was both honored and privileged to be entrusted with their legal concerns.

Education
  • North Carolina State University, B.A., Cum Laude (1979)
  • University of North Carolina at Chapel Hill, J.D. (1983)

Client Case Studies

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.

Practice Areas

Business Employee Benefits Tax Healthcare Professionals & Practices Startups & Entrepreneurs

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