There are many reasons why shareholders fight and small businesses break up – differences in business vision & strategy, disagreements over financial decisions, conflicts of interest & personality clashes are some of the main ones. When shareholders fight, legal advisors must quickly assess available rights, remedies, and the trajectory of any potential resolution or litigation.
In this CLE, Brandon M. Schwartz will mainly explore fiduciary duties owed among shareholders in closely held corporations, detail the types of disputes that frequently arise and highlight the strategies available to resolve them effectively. The program highlights both substantive and procedural fiduciary obligations, including duties of loyalty, candor, and fair dealing. Attendees will also gain insights into majority vs. minority shareholder dynamics, shareholder oppression and deadlock scenarios. Finally, the session focuses on dispute resolution options — from mediation and arbitration to full-scale litigation and the use of Special Litigation Committees (SLCs). By the conclusion of the session, attorneys will be better equipped to advise clients on preventative measures, evaluate risks, and select dispute resolution strategies that protect shareholder rights and preserve business value.
Learning Objectives
– Identify fiduciary duties owed among majority and minority shareholders in closely held corporations.
– Differentiate between common types of shareholder disputes, including deadlock, oppression, and breach of shareholder agreements.
– Analyze risks and consequences of shareholder disputes, including operational, financial, and reputational impacts.
– Evaluate dispute resolution options, including mediation, arbitration, and litigation.
– Understand the role of Special Litigation Committees (SLCs) in resolving shareholder disputes and the standards courts apply to review their decisions.
– Develop strategies for advising clients proactively to minimize disputes and preserve business relationships.
Brandon M. Schwartz, Esq., is a Board-Certified Civil Specialist by the Minnesota State Bar Association, a Board-Certified Civil Trial Advocate and Family Trial Law Advocate by the National Board of Trial Advocacy and has received recognition from peers and clients alike for his thorough, zealous and ethical representation.