Hawaii Shareholder Law Survey
What follows is a brief survey of Hawaii shareholder law with a focus on minority shareholder rights and relief when those rights have been ignored or violated.
Hopkins Centrich is Greater Houston’s premier firm for shareholder oppression matters. Over the decades we have provided cutting edge, high quality, creative legal solutions for minority shareholders in Texas closely held corporations when the majority owners have abused their rights. We have also worked with clients in law firms across the country in all manner of cases where the rights of minority shareholders have been impinged on and they have suffered loss – economic, intellectual property, goodwill, and more.
Hawaii Shareholder Oppression
Hawaii is a non -statutory state when it comes to shareholder oppression. In non-statutory states claims primarily rely on common law principles rather than a specific oppression statute. Some of those key characteristics:
Common Law Basis - Claims arise mainly from common law theories like breach of fiduciary duty.
Judicial Discretion - Courts have broad discretion in granting equitable relief based on the circumstances.
Fiduciary Duties - Focus is on fiduciary duties owed between shareholders under common law.
Direct vs Derivative Distinction - Courts decide based on common law whether claims must be direct or derivative.
Reasonable Expectations - Analysis centers on reasonable shareholder expectations under common law.
Flexible Remedies - Range of equitable remedies available rather than set statutory remedies.
Burden Shifting Frameworks - Burden shifting is based on court precedents, not set by statute.
Demand Futility - Demand excusal rules stem from case law interpreting requirements.
Dissolution Standards - Dissolution rights limited based on prior court rulings.
Case Precedent Reliance - Courts look to prior case rulings rather than statutory language for guidance.
Options for Hawaii Minority Shareholders When Their Rights are Oppressed
Here are some – but not all – of the options minority shareholders have under Hawaii law when their rights are being oppressed in a closely held company:
File a direct lawsuit against the majority shareholders and directors alleging breach of fiduciary duty or other common law claims.
Seek monetary damages through the lawsuit for losses suffered due to the alleged oppression.
Request a court-ordered buyout of the minority's shares at fair value.
Petition for judicial dissolution of the company if the oppression is extreme and irreconcilable.
Seek alternative equitable remedies like appointment of a receiver or custodian.
Negotiate a private buyout of shares or other settlement agreement with the majority owners.
Explore mediation to resolve issues leading to the alleged oppression.
Review corporate bylaws and agreements for protections that can be legally enforced.
Call a special shareholder meeting to attempt to remove or elect directors who may address issues.
Allege the majority's conduct constitutes a breach of their fiduciary duties to the minority.
Argue the majority's actions violate public policy protecting minority shareholders.
Obtain counsel experienced in shareholder disputes to advocate for the minority's rights.
Assert the majority's conduct constitutes tortious interference with business expectancies.
Hopkins Centrich, Your Shareholder Oppression Law Firm For Fraud and Misrepresentation Claims
Hopkins Centrich PLLC provides cutting edge, high quality, creative legal solutions for minority shareholders in Texas closely held corporations when their rights have been abused by the majority owners. Our attorneys and staff have decades of experience in virtually every aspect of business law in The Woodlands and Texas. We have designed and incorporated businesses, managed their every legal concern, engaged in litigation on their behalf, aided with mergers and acquisitions, as well as having managed mergers, acquisitions, and sales.
Hopkins Centrich knows Texas business law. We are uniquely positioned to help shareholders when they have amble cause to believe their rights are being violated. When we work with a client, our sole focus is on them. We take advantage of everything technology has to offer in order to optimize how we work. That gives us more time to spend with clients, more time to understand the issues, more time to negotiate and prepare for trial. We get that no one wants to contact a law firm unless they feel they absolutely must. When they do, it almost always means that ‘things have reached a head.’
The attorneys and staff of Hopkins Centrich understand what you are going through. We will make the process understandable; you will know what is happening with your case every step of the way and you will never have to track us down for answers.
