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Shareholders Shareholder Oppression Fiduciary Duty

Farrell Fritz, P.C.

Can a Shareholder Be Oppressed After Ceding Control? Oppression, Reasonable Expectations, and Contractual Formalism

Farrell Fritz, P.C. on

One of the first business divorce cases that I participated in as a young litigator was a lengthy arbitration over whether a minority shareholder was oppressed under BCL 1104-a.  With those fond memories, evolution of the...more

Farrell Fritz, P.C.

Corporate Dissolution Petition Hits Back Burner in Favor of Earlier Filed Claims for Money Damages

Farrell Fritz, P.C. on

The shareholder oppression claim under BCL 1104-a has a unique relationship with claims for money damages. A minority shareholder petitioning for dissolution under BCL 1104-a must establish that the majority shareholders...more

Winstead PC

Litigating Minority Shareholder Rights - Presentation

Winstead PC on

David F. Johnson presented his paper “Business Divorce: Minority Shareholder Rights In Texas” to the State Bar of Texas’s Business Disputes Course on September 2-3, 2021. This presentation addressed shareholder oppression...more

Winstead PC

Keeping Things in Bounds: Private Company Owners Need toAbide by Clear Fiduciary Duties in Managing Their Companies

Winstead PC on

In February 2009, Pittsburgh Steelers wide receiver Santonio Holmes made a toe tapping catch in the back corner of the end zone to secure a thrilling, come-from-behind win and crush the hearts of Arizona Cardinals fans in...more

Holland & Knight LLP

Determining Date of Valuation and Subsequent Implications - Current Issues in Closely Held Businesses Series: Part 6

Holland & Knight LLP on

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

Holland & Knight LLP

Determining a Remedy After Oppression or Breach of Fiduciary Duty - Current Issues in Closely Held Businesses Series: Part 4

Holland & Knight LLP on

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

Winstead PC

Shareholder Oppression Claims: Looking Past the Urban Myth to Remedies that Continue to Survive in The Real World of Texas Law

Winstead PC on

Many Texas lawyers and their private company clients continue to refer to the claim for shareholder oppression as if it remains a viable cause of action under Texas law. And yet, for all practical purposes, the claim for...more

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