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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
      • Elaine Berkeley
      • Steven J. Clausen
      • Alexis Espejel
    • Reviews
  • 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
  • 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
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How to Kill a Perfectly Good Lawsuit with a Motion to Show Authority in Texas.
How to Kill a Perfectly Good Lawsuit with a Motion to Show Authority in Texas.
When Does the Business Judgment Rule Not Apply?
When Does the Business Judgment Rule Not Apply?
The Texas LLC Dissolution Statute--TBOC §11.314(3)
The Texas LLC Dissolution Statute--TBOC §11.314(3)

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Financing Issues in Creating a New Corporation
29 June 2021
Financing Issues in Creating a New Corporation
Corporate Lawyers
Forming a Corporation
29 June 2021
Forming a Corporation
Corporate Lawyers
Stock in a Corporation
19 April 2021
Stock in a Corporation
Shareholder Oppression
Proving Compliance with Fiduciary Duties in a Stock Redemption
16 April 2021
Proving Compliance with Fiduciary Duties in a Stock Redemption
Fiduciary Duties
Retrospective on Texas Corporate Law
16 April 2021
Retrospective on Texas Corporate Law
Corporate Lawyers

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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.

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