There appears to be an uptick in the filing of meritless corporate shareholder and LLC member oppression claims in New Jersey.  Not everything that majority shareholders do that upsets a minority owner is worth spending legal fees to pursue.

When the only allegations one can make are a failure to keep an absentee shareholder fully informed of all business transactions, and a failure to obtain that minority shareholder’s consent to such transactions, that alone is rarely a recipe for successful litigation.  » Read More

Since litigation is so expensive, when a shareholder dispute arises, talks about the minority shareholder being bought out often happen before attorneys even become involved.  Often a client will come in with an offer in hand, or even a fully negotiated deal, asking for me to “write it up.”  » Read More

I have previously posted on this blog in the past about how the termination of a minority shareholder’s employment can constitute minority shareholder oppression in New Jersey, possibly entitling the minority shareholder to a buy-out. This is based on the theory that an owner of a small, closely-held business reasonably expects employment as long as he is a shareholder. » Read More

Many business divorce cases start because one partner is improperly taking money from the business.  Such behavior can come in many different forms, including a majority shareholder wildly overcompensating himself, running personal expenses through the business, or having family members on the payroll with a no-show job.  » Read More

One of the most common reasons for a minority shareholder to file “business divorce litigation” is because that minority owner feels left out, pushed out, squeezed out – simply not part of the process in any significant way.  Quite often, the minority owner is pushed out for a reason that is not entirely unjustified.  » Read More

David C. Roberts, a Member with Norris McLaughlin, P.A., is pleased to present a seminar for all business owners that will answer many of the questions, both known and unknown, a shareholder would have, such as:

• What, exactly, is “shareholder oppression?”

You likely came across this article if you Googled the term “shareholder dispute.”  However, it is just as likely that you Googled the term “business divorce.”  One business owner suing the other(s) to be bought out, or some other escape, is often rightly referred to as business divorce because it is analogous to a divorce among spouses in obvious ways.  » Read More

As I have said many times in this blog, when minority shareholder oppression occurs, the most likely remedy is a buyout.  In other words, courts in New Jersey have the power to compel the majority shareholder to pay “fair value” to an oppressed minority shareholder so the victim of wrongdoing is not forced to remain captive as a shareholder in a company that is treating him improperly.  » Read More

Minority owners of closely-held corporations (in New Jersey) often put themselves in a position where they are cut off from access to the company’s books and records.  When that happens, several things can occur, and few of them are good.

For example, majority shareholders who have unfettered access to the company’s finances often abuse their power by granting themselves impermissible benefits that are not related to their employment by the company, and are not proportionately shared with the minority shareholders.  » Read More