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      • Selecting a Business Type
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            • What Constituted Oppressive Conduct
            • Proving Oppressive Conduct
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            • Defending Shareholder Oppression
          • Ritchie v. Rupe
            • Fact Finding
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          • Scope of Inspection
          • Exercising Inspection Rights
          • Director's Inspection Rights
          • Enforcing Inspection Rights
          • Mandamus Procedure
          • Inspecting Foreign Corporations
          • Shareholder Accounting Remedy
        • Voting Rights
        • Right to Share Profits
        • Transferability Rights
        • Fiduciary Duty to Shareholders
          • Yeaman: Corporate Trustee Duties
          • Duty to Recognize
          • Duty of Impartiality
          • Duty to Account
      • Individual Shareholder Claims
        • Cates v. Sparkman
        • Stinnett v. Paramount
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          • Preemptive Rights
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          • Duncan v. Lichtenberger
          • Gage v. Rosenbaum
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        • Statute of Limitations
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          • Cancellation
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          • Denial of Ownership
          • Breach of Agreement to Transfer
          • Fraudulent Transfer
          • Interference with Transferability
        • Oppression as Conversion
          • Defense of Good Faith
        • Stock Conversion Remedies
        • Majority Shareholder Liability
        • Business Judgment Rule
        • Statute of Limitations
      • Dividend Claims
        • Suppression of Dividends
          • Sub-S Tax Distributions
          • Patton v. Nicholas
          • Morrison v. St. Anthony Hotel
          • Argo v. Shagrithaya
        • "No Dividend" Policy
        • Constructive Dividends
        • Statute of Limitations
      • Stock Fraud
        • Fraud in Share Repurchase
        • Majority Shareholder Fraud
        • Fraud Statute of Limitations
      • Texas Derivative Actions
        • Direct vs. Derivative
        • Fiduciary Duties of Officers and Directors
          • Usurping Corporate Opportunities
          • Excessive Compensation
        • Derivative Suits in Closely-Held Corporations
        • Freeze Out Merger
        • Derivative Statute of Limitations
      • The Company Lawyer
        • Authority to Hire Corporate Lawyer
    • Texas LLC Law
      • Texas LLCs
      • LLC Member Oppression
      • LLC Oppression Remedies
    • 50 State Survey of Shareholder Law
      • Alabama
      • Alaska
      • Arizona
      • Arkansas
      • California
      • Colorado
      • Connecticut
      • Delaware
      • Florida
      • Georgia
      • Hawaii
      • Idaho
      • Illinois
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        • Iowa
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        • South Carolina
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        • Tennessee
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        • Washington
        • West Virginia
        • Wisconsin
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  • Downloads
    • Filling in the Gaps: Shareholder Oppression - Part 1
    • Filling in the Gaps: Shareholder Oppression - Part 2
    • LLC Member Oppression
    • Duty of Loyalty and Business Judgment Rule
    • How to Fraud-Proof Shareholder Settlements
    • Shareholder Agreements and Oppression
    • Deadlocked Companies Can't Hire Lawyers
    • Bylaws Template
  • Blog
  • Contact
  • Home
  • About Us
    • Our Team
      • Kirby D. Hopkins
      • Joseph Centrich
      • Lee Winkelman
      • Elaine Berkeley
      • Douglas R. Drucker
      • Steven J. Clausen
      • Alexis Espejel
  • Shareholder Law Resources
    • Resources for Small Business Owners
      • Selecting a Business Type
      • Forming a Corporation
      • Texas Business Law
    • Texas Corporations Law
      • Oppression in Closely-Held Corporations
        • Structure of Closely-Held Corporations
        • Problem of Oppression
        • Former Shareholder Oppression Doctrine
          • Shareholder Oppression Cause of Action
            • What Constituted Oppressive Conduct
            • Proving Oppressive Conduct
            • Shareholder Oppression Remedies
            • Defending Shareholder Oppression
          • Ritchie v. Rupe
            • Fact Finding
            • Reasonable Expectations
            • Business Judgment Rule
            • Transferability of Shares
          • Implications of Ritchie
      • Shareholder Agreements
        • Preventing Oppression
        • Buy-Sell Agreements
        • Bylaws Template
        • Wrongful Termination of Employment
        • Voting Agreements
        • Transfer Restrictions
      • Minority Shareholder Rights
        • Information Rights
          • Shareholder Right to Inspect
          • Scope of Inspection
          • Exercising Inspection Rights
          • Director's Inspection Rights
          • Enforcing Inspection Rights
          • Mandamus Procedure
          • Inspecting Foreign Corporations
          • Shareholder Accounting Remedy
        • Voting Rights
        • Right to Share Profits
        • Transferability Rights
        • Fiduciary Duty to Shareholders
          • Yeaman: Corporate Trustee Duties
          • Duty to Recognize
          • Duty of Impartiality
          • Duty to Account
      • Individual Shareholder Claims
        • Cates v. Sparkman
        • Stinnett v. Paramount
        • Ultra Vires Rule
          • Ultra Vires Claim
          • Ultra Vires Remedy
        • Dilution Claims
          • Preemptive Rights
        • Confidential Relationships
      • Breach of Trust
        • Elements of Breach of Trust
        • Breach of Trust Remedies
          • Duncan v. Lichtenberger
          • Gage v. Rosenbaum
        • Defense of Fairness
        • Business Judgment Rule
        • Liability of Majority Shareholders
        • Statute of Limitations
      • Conversion
        • Stock Conversion Tort
        • Proof of Ownership
        • Dominion and Control
          • Cancellation
          • Refusal To Transfer
          • Denial of Ownership
          • Breach of Agreement to Transfer
          • Fraudulent Transfer
          • Interference with Transferability
        • Oppression as Conversion
          • Defense of Good Faith
        • Stock Conversion Remedies
        • Majority Shareholder Liability
        • Business Judgment Rule
        • Statute of Limitations
      • Dividend Claims
        • Suppression of Dividends
          • Sub-S Tax Distributions
          • Patton v. Nicholas
          • Morrison v. St. Anthony Hotel
          • Argo v. Shagrithaya
        • "No Dividend" Policy
        • Constructive Dividends
        • Statute of Limitations
      • Stock Fraud
        • Fraud in Share Repurchase
        • Majority Shareholder Fraud
        • Fraud Statute of Limitations
      • Texas Derivative Actions
        • Direct vs. Derivative
        • Fiduciary Duties of Officers and Directors
          • Usurping Corporate Opportunities
          • Excessive Compensation
        • Derivative Suits in Closely-Held Corporations
        • Freeze Out Merger
        • Derivative Statute of Limitations
      • The Company Lawyer
        • Authority to Hire Corporate Lawyer
    • Texas LLC Law
      • Texas LLCs
      • LLC Member Oppression
      • LLC Oppression Remedies
    • 50 State Survey of Shareholder Law
      • Alabama
      • Alaska
      • Arizona
      • Arkansas
      • California
      • Colorado
      • Connecticut
      • Delaware
      • Florida
      • Georgia
      • Hawaii
      • Idaho
      • Illinois
      • Indiana
      • Iowa
      • Kansas
      • I-M States
        • Iowa
        • Kansas
        • Kentucky
        • Louisiana
        • Maine
        • Maryland
        • Massachusetts
        • Michigan
        • Minnesota
        • Mississippi
        • Missouri
        • Montana
      • N-P States
        • Nebraska
        • Nevada
        • New Hampshire
        • New Jersey
        • New Mexico
        • New York
        • North Carolina
        • North Dakota
        • Ohio
        • Oklahoma
        • Oregon
        • Pennsylvania
        • Rhode Island
      • R-W States
        • South Carolina
        • South Dakota
        • Tennessee
        • Texas
        • Utah
        • Vermont
        • Virginia
        • Washington
        • West Virginia
        • Wisconsin
        • Wyoming
  • Downloads
    • Filling in the Gaps: Shareholder Oppression - Part 1
    • Filling in the Gaps: Shareholder Oppression - Part 2
    • LLC Member Oppression
    • Duty of Loyalty and Business Judgment Rule
    • How to Fraud-Proof Shareholder Settlements
    • Shareholder Agreements and Oppression
    • Deadlocked Companies Can't Hire Lawyers
    • Bylaws Template
  • Blog
  • Contact

Shareholder Oppression Blog

Insights into the law governing shareholder oppression, corporate governance, and fiduciary duties in closely-held corporations, and business partnership disputes in Texas companies.

Proving Compliance with Fiduciary Duties in a Stock Redemption
Retrospective on Texas Corporate Law
Share Certificates
Nature of the Corporation
Property Rights and Privileges of Share Ownership
Pre-Incorporation Issues
Majority Shareholders May Not Maliciously Time a Transaction
Corporate Governing Documents
There Are Fiduciary Duties to Minority Stockholders in a Stock Redemption
Five Big Mistakes in Crafting Buy-Sell Agreements
Do Texas Inspection Laws Apply to Foreign Corporations – Part Two
Do Texas Inspection Laws Apply to Foreign Corporations – Part One
The Business Judgment Rule in Civil Procedure
Sale-to-a-Looter Breach of Fiduciary Duty Claim
When Does the Business Judgment Rule Not Apply?
Texas Business Judgment Rule Defense
How To Draft an Enforceable Shareholder Settlement
Corporate Fiduciary Duties in Texas
    Previous     Next
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ABOUT THIS BLOG

The Shareholder Oppression Blog provides timely updates and commentary on the development of Texas Shareholder Oppression law in the wake of the Texas Supreme Court's Ritchie v. Rupe decision, together with legal analysis of the rights, duties, and legal remedies in disputes among business owners in all types of closely-held businesses.

POSTS BY CATEGORIES

Attorney's Fees
Attorney's Fees
1 post(s)
Closely-Held Businesses
Closely-Held Businesses
1 post(s)
Corporate Lawyers
Corporate Lawyers
5 post(s)
Damages
Damages
1 post(s)
Fiduciary Duties
Fiduciary Duties
12 post(s)
Fraud
Fraud
4 post(s)
General Partnership
General Partnership
1 post(s)
Inspection Rights
Inspection Rights
3 post(s)
Joint and Several Liability
Joint and Several Liability
1 post(s)
Limited Liability Company
Limited Liability Company
8 post(s)
Limited Partnerships
Limited Partnerships
1 post(s)
Minority Shareholder Rights
Minority Shareholder Rights
1 post(s)
Shareholder Oppression
Shareholder Oppression
10 post(s)

MOST READ

When Does the Business Judgment Rule Not Apply?
How to Kill a Perfectly Good Lawsuit with a Motion to Show Authority in Texas.
The Texas LLC Dissolution Statute--TBOC §11.314(3)
Texas Civil Practice and Remedies Code 38.001 for Breach of Fiduciary Duty
Joint and Several Liability for Breach of Fiduciary Duty
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Shareholder Law Resources

  • Resources for Small Business Owners
  • Selecting a Business Type
  • Forming a Corporation
  • Texas Business Law
  • Shareholder Agreements
  • Minority Shareholder Rights
  • Breach of Trust

Recent Posts

Proving Compliance with Fiduciary Duties in a Stock Redemption
Retrospective on Texas Corporate Law
Share Certificates
Nature of the Corporation

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