This paper is a practical, experience-led guide to one of the most common and most underestimated causes of deal failure: shareholder conflict.

Written for founders, boards, investors, and advisors involved in private company M&A, it examines why disputes surface during transactions, how they escalate under pressure, and what can be done to prevent them from destroying value. It explores the commercial, psychological, legal, and governance drivers of conflict, with particular focus on founder-led, family-owned, and private equity-backed businesses.

The analysis focuses on the real issues that derail transactions in practice: disagreements over valuation and deal structure, minority shareholder resistance, governance failures, information asymmetry, founder and investor misalignment, family dynamics, and deadlock between equal owners. It explains how weak documentation, unclear decision rights, and informal governance turn ordinary disagreements into transaction-threatening crises once a process goes live.

The paper also sets out practical mechanisms for both prevention and resolution. It shows how early alignment, robust shareholder agreements, clear exit frameworks, disciplined communication, and strong board leadership reduce the likelihood of conflict. Where disputes do arise, it explains how they can be contained and resolved through structured negotiation, mediation, expert determination, and other dispute resolution tools, without undermining buyer confidence or momentum.