Norris McLaughlin & Marcus, P.A.

Blogs > Shareholder Disputes in New Jersey

Majority Shareholder Considerations

Apr 28, 2017

Trust But Verify Regarding Financial Information

Minority owners of closely-held corporations (in New Jersey) often put themselves in a position where they are cut off from access to the company’s books and records.  When that happens, several things can occur, and few of them are good.

For example, majority shareholders who have unfettered access to the company’s finances often abuse their power by granting themselves impermissible benefits that are not related to their employment by the company, and are not proportionately shared with the minority shareholders. » Read More

Oct 10, 2016

Court-Appointed “Tiebreakers” In a 50/50 Ownership Setting

When two people start a company, neither wants to give control to the other, so ownership is usually split 50/50.   This sounds like a great idea at the outset, when everyone is on the same page, and there is usually no other practical way to proceed.  But when you and your partner start having different ideas about the direction of the company, and significant trouble ensues, the law of New Jersey may provide the practical remedy that you are looking for.» Read More

May 31, 2015

Shareholder Oppression May Be Easier to Prove Than You Think – Which Should Worry Majority Shareholders

While most of my posts on this blog look at shareholder dispute issues from the perspective of the oppressed minority shareholder, I have represented numerous companies defending shareholder litigation, as well.  One corporate client  recently wanted to know how to avoid such litigation if the shareholder agreement has been long-ago agreed to, and there is little that can be done to get near-warring parties to agree to anything in writing. » Read More

Jul 11, 2013

Make Sure Majority Shareholders Never Feel As If They Are Not Being Watched

Minority shareholders often do not work at the company, and are not involved in management, making them, for lack of a better word, “passive investors.”  While no broad rule can ever be applied to everyone, it is these types of minority shareholders who are the most vulnerable to abuse by the majority shareholders.

The easiest way for a passive minority shareholder to be abused is for the majority shareholders to keep increasing their salaries and bonuses to the point that they are significantly above market rates. » Read More

Jun 27, 2008

Corporations Dealing With A Tyrannical Minority Shareholder

While minority shareholders have considerable rights under New Jersey law, including the right to be free from oppression, this does not mean that majority shareholders may be bullied by minority shareholders who consistently oversteps their bounds.

Business owners may recognize the minority shareholder who (1) knows little about the business, yet insists he knows more than those who actually do the work and have the expertise; (2) attempts to dictate the way the business is run; or (3) demands to see every scrap of paper generated by the business operation.» Read More

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