When you go into business with one or more people, there is always a risk that the relationship will end badly. Whether you simply want to enforce your rights in the business or end the business altogether, it is important to understand how the law affects your rights. It is especially critical to know how the form of your business…
Brandon addressed what board certification means for attorneys in an article for Attorney At Law Magazine. Check it out: https://attorneyatlawmagazine.com/what-does-it-mean-if-an-attorney-is-board-certified The material contained herein is provided for informational purposes only and is not legal advice, nor is it a substitute for obtaining legal advice from an attorney, nor do you have an attorney-client relationship with Schwartz Law Firm unless and until…
Each week on “5 Minutes With,” host Alex Alexander talks to business experts in the community. This week he sat down with Brandon. Thank you for having him on the show, Alex! “5 Minutes With” Brandon Schwartz from Schwartz Law Firm The material contained herein is provided for informational purposes only and is not legal advice, nor is it a…
When you go into business with one or more people, there is always a risk that the relationship will end badly. Whether you simply want to enforce your rights in the business or end the business altogether, it is important to understand how the state law and internal documents affect your situation. It is especially critical to know how the…
Long ago, the United States Supreme Court held that majority shareholders “have the right to control; but when it does so, it occupies a fiduciary relation toward the minority, as much so as the corporation itself or its officers and directors.” S. Pac. Co. v. Bogert, 250 U.S. 483, 487-88 (1919). And we covered such a fiduciary duty in our…
Courts across the Country, including Minnesota, Iowa, Wisconsin and Arizona[1], “recognize the authority of corporate directors and want corporations to control their own destiny.”[2] But “courts also provide a critical mechanism to hold directors accountable for their decisions by allowing shareholder derivative suits” in which the shareholder steps into the shoes of the corporation to seek redress.[3] How are these…
We looked at the fiduciary duties that shareholders owe each other in Minnesota. How do those differ from the other states we are licensed to practice in, namely Iowa, Wisconsin and Arizona? There are some key differences. IOWA: The Iowa Supreme Court adopted a reasonableness standard in the Baur v. Baur Farms, Inc., 832 N.W.2d 663 (Iowa 2013) case related…
What duties do shareholders in Minnesota owe each other? Breach of fiduciary duty claims are asserted when the shareholder relationship has deteriorated. These claims are often factually intensive. They can also be emotionally taxing if the shareholder relationship started from or grew into a friendship or involves claims between family members. Shareholders of closely held corporations in Minnesota owe one…
Today’s blog takes a dive into what is a shareholder oppression claim in Minnesota. Such a claim can help remedy a shareholder that has been squeezed out or been the subject of unfairly prejudicial conduct that frustrated their reasonable expectations. Shareholders of a closely held corporation have a fiduciary duty to observe “the highest standard of integrity in their dealings…
We previously posted a video regarding what derivative lawsuits are. In this post, we discussed with ReelLawyers our approach to handling such litigation. The material contained herein is provided for informational purposes only and is not legal advice, nor is it a substitute for obtaining legal advice from an attorney, nor do you have an attorney-client relationship with Schwartz Law…