Once it is understood that "fair value" is not the same as "fair market value," there appears to be two general views of what is "fair value" in the context of breach of fiduciary duty or shareholder oppression cases. For...more
In any appraisal, whether conducted as a result of a breach of fiduciary duty or oppression, the date of valuation has to be established. In fact, after establishing the definition of "fair value" to apply, the determination...more
The prior discussion, Determining a Remedy After Oppression or Breach of Fiduciary Duty (Part 4), presented a listing of the potential remedies on a finding of a breach of duty and oppression. Frequently, the animosity among...more
Once the court finds that oppression and/or a breach of fiduciary duty has occurred, it has to determine a remedy.
Either by statute or within its equitable authority, the court may offer many alternative remedies...more
The same conduct that can result in a breach of fiduciary duty of those in control to a minority shareholder will often support a claim for oppression. See Part 2 of the Current Issues in Closely Held Businesses Series,...more
Was the removal of an shareholder-employee as an officer an employment claim or a breach of duty and shareholder oppression?
When disputes develop and interests among owners diverge, a shareholder-employee may have his...more
Rollins v. Rollins, a recent breach of trust and fiduciary duty case, addressed interesting issues at the appellate level regarding the dilemma that can ensue when two older family members are selected as trustees of a trust...more
Many people ask, "What duties are owed to a family member who has an interest in the business?" Before getting into this important topic, it is critical to understand the legal nuances of a particular jurisdiction. A wide...more