shareholder oppression

Grandpa’s Brooklyn-based seltzer manufacturing business went flat, but his real estate investments went through the roof. This week’s New York Business Divorce features a case in which one of four third-generation owners unsuccessfully sued her brother and cousins for judicial dissolution in her quest to monetize her share of the realty’s value.
Continue Reading Minority Shareholder’s Petition to Dissolve Seltzer Business Loses Its Fizz

This week’s post introduces the latest episode of the Business Divorce Roundtable podcast, featuring an interview with Professor Meredith Miller of Touro Law Center discussing her recent law review article entitled Challenging Gender Discrimination in Closely Held Firms: The Hope and Hazard of Corporate Oppression Doctrine. Please give it a listen!
Continue Reading Corporate Oppression Doctrine Meets Sex Discrimination: A Conversation with Professor Meredith Miller

Father against son, half-brother against half-brother, are the players in a recent courtroom drama that unfolded in Matter of Brady v. Brady, culminating with an appellate panel’s affirmance of a lower court’s order dissolving a family-owned close corporation that owns extensive farm land in upstate New York. Find out more in this week’s New York Business Divorce.
Continue Reading This Is Not Your Father’s Brady Bunch

Not all misconduct by majority shareholders is worthy of dissolution or a compelled buy-out. The Court’s broad power under BCL 1104-a to craft appropriate remedies also includes the power to award money damages, and dissolution may not be appropriate where the alleged shareholder oppression was a discrete, one-time transaction.
Continue Reading Court Rejects Oppressed Shareholder’s Bid for Dissolution or Buy-Out, Finds Money Damages Sufficient

You won’t want to miss this week’s New York Business Divorce featuring a recent decision in which the court found minority shareholder oppression based on “disrespectful and unfairly disproportionate treatment of a female shareholder by the male majority in a closely held corporation.”
Continue Reading Minority Shareholder Oppression in the #MeToo Era

In a follow-up to last week’s New York Business Divorce, this week’s post addresses a second decision by Justice Saliann Scarpulla in the Yu family constellation of ilitigations, this time considering the fatal effects on standing to sue for statutory dissolution by assigning one’s stock voting rights.
Continue Reading Stock Pledge Agreement Defeats Minority Shareholder’s Standing to Sue for Statutory But Not Common-Law Dissolution

In a rare dissolution decision from the New York Surrogate’s Court – a court for the affairs of the deceased – the court declines to kill off a clothing business based upon a claim of oppression brought by the estate of the former minority shareholder. Read about it in this week’s New York Business Divorce.
Continue Reading Surrogate’s Court Declines to Order Demise of Fashion Business

Minority shareholder oppression on steroids is one way to describe what happened in Matter of Twin Bay Village, Inc., in which an upstate appellate panel recently affirmed an order dissolving the corporation and setting aside a stock issuance that diluted the minority shareholders. Learn more in this week’s New York Business Divorce.
Continue Reading And the Award For Most Oppressive Conduct By a Majority Shareholder Goes to . . .