When the people approving a corporate transaction also stand to benefit from it, the transaction may deserve closer scrutiny. Companies regularly enter into transactions with vendors, landlords, lenders, consultants, and other businesses. But what happens when the person benefiting from the deal is also a director, officer, or controlling shareholder of the company? A director […]
Shareholder Litigation
Can a Corporate Officer Be Sued for Putting Their Own Interests Ahead of the Company?
Corporate authority comes with obligations, and an executive cannot always put personal interests ahead of the company they serve. Corporate officers are often entrusted with significant authority. They may control company finances, negotiate contracts, develop relationships with customers and vendors, access confidential information, and identify new business opportunities. That position can also create opportunities for […]
What Happens When a Board of Directors Is Deadlocked?
When directors cannot agree, the dispute can prevent the entire company from moving forward. Disagreement among directors is a normal part of corporate governance. Boards are expected to debate strategy, evaluate risk, and sometimes reach different conclusions about what is best for the company. But there is a significant difference between disagreement and deadlock. A […]
Can a Majority Shareholder Use Their Control to Benefit Themselves?
Majority ownership gives a shareholder substantial influence over a company. It does not necessarily give that shareholder unrestricted authority to extract value from the corporation or disregard other owners’ rights.
When Can a Shareholder Challenge a Decision Made by the Board?
Corporate board directors are protected, but they are not immune. Serving on a corporation’s board of directors carries significant authority and equally significant legal responsibility.
Depositions in a Business Dispute: What to Expect
A deposition is more than a question-and-answer session. In many business disputes, it is one of the most important moments in the case. When business owners think about litigation, they often picture a courtroom, a judge, or a jury. Some of the most significant testimony is given long before trial during a deposition. A deposition […]
Should You Sue or Negotiate? Choosing the Right Strategy in a Shareholder Dispute
In a shareholder dispute, the right question is not just whether you can sue. It is whether litigation, negotiation, mediation, or another strategy best protects your rights, your leverage, and the value of the business.
What Is a Shareholder Derivative Action?
Sometimes the company is the one that has been harmed, but the people in control refuse to act. When corporate assets are misused, fiduciary duties are breached, or directors engage in self-dealing, the injured party is often the corporation itself. But if the individuals responsible for deciding whether to bring a lawsuit are the very […]