When Shareholders Are Fighting What Statutory Remedies Can Be Used to Win
When things go bad between shareholders, fights erupt and litigation is most often filed by and against the corporation and the individual shareholders. Once …
When things go bad between shareholders, fights erupt and litigation is most often filed by and against the corporation and the individual shareholders. Once …
I read an interesting trust litigation case which was decided in the Federal District Court of New Jersey. The case involves the New Jersey …
Overview The Complex Business Litigation Program (“CBLP”) is focused on business, commercial and construction cases with significant dollar amounts in dispute or business or …
Attorney-client privilege means that in litigation, anything you tell your attorney will be held in strict confidence and cannot be disclosed unless there is …
If you are sued by your business partner because of alleged improper action on your part, what remedy will he or she seek? Many …
By Fredrick P. Niemann, Esq. a NJ Shareholder Lawsuit Attorney As a shareholder of a New Jersey corporation, it is important to understand your …
Shareholder agreements should be essential to every small corporation’s structure. These agreements outline many aspects of corporate government including ownership and voting rights, control …
New Jersey is home to numerous “closely-held” corporations. A closely held corporation is one that consists of a small number of shareholders or owners. …
I have written many times about the importance of having a written shareholder agreement. I encourage you to freshen up your understanding about shareholder …
New Jersey corporations generate funding and cash flow by offering prospective shareholders an investment opportunity with the corporation. There are different ways in which …
I’ve written a lot about closely held companies and the rights of minority shareholders. Closely held corporations are generally businesses that have a small …
Controlling shareholders are in a position to abuse their power over minority shareholders by reducing or eliminating one or more economic benefits of ownership …
A wielding of power by any person or group who controls a corporation may serve to destroy a stockholder’s vital interests and expectations. As …
Let’s discuss legal remedies for oppressive conduct against members of closely-held New Jersey companies. The shareholder oppression doctrine is a statutory and case law …
Minority shareholders in small, closely held corporations (under 25 shareholders) can be frozen out of discussions regarding the company’s future by the majority shareholders, …
I’ve written extensively about minority shareholder oppression. Sometimes there is abusive and unfair conduct by a co-shareholder(s) that do(es) not legally qualify as shareholder …
Most commonly, Buy-Sell agreements provide for a purchase of shares based on book value. Book value is the difference in value between the assets …
The most useful mechanism in a shareholder agreement for dealing with shareholder oppression is a well-written Buy-Sell provision. Because shareholders in closely-held corporations have …
The most straight-forward way of protecting a minority shareholder’s economic stake in a closely-held corporation is to require the payment of dividends. In most …
A primary claim for shareholder oppression is termination of employment. “A minority shareholder’s loss of employment within a closely held corporation can be particularly …
A strategy for providing some minority shareholder control is to alter the voting requirements for specific decisions to require supermajorities — either on the …
A tool for maintaining a minority shareholder’s ability to have some control over the corporation is to issue different classes or series of shares …
Shareholders may bind themselves in a shareholder agreement to vote in a specified manner regarding specific matters. Examples might include places on the board …
Cumulative voting is a mechanism for granting minority shareholders rights of participation to corporate decisions. However, this protection is quite limited and may, at …
Minority shareholders usually do not have the voting power to guaranty a spot on the board of directors. A shareholder who is not a …
Minority shareholders in a closely-held corporation may (should) try to protect themselves against the actions of the majority by including protective provisions in their …
Facts of the Case This case involved a closely-held corporation with four equal shareholders, in which three of the shareholders ceased paying salary to …
Case 1 I’ve written often about the importance of having legal disputes resolved by the courts in NJ. Our law states that “Subject to …
Part 2 of a 2 Part Series In my first post, I explained in detail the facts leading up to a family shareholder dispute …
Part 1 of a 2 Part Series Small family companies often break apart and family shareholders sue each other. To successfully obtain an injunction …