Minority Shareholder Oppression? – The Problem is Not with the Answer but Rather with the Question

Minority Shareholder Oppression? – The Problem is Not with the Answer but Rather with the Question

 

In a recent issue of the Journal of Passthrough Entities, I published Minority Shareholder Oppression? – The Problem is Not with the Answer but Rather with the Question.

 

            In this article, I submit that the classic formula under which the “oppression” of minority shareholders (and members of LLCs) is framed is an instance of a failure to critically consider the question before proceeding to ascertain the answer.  Rather, these cases are often simply an effort to, ex ante, rewrite the corporate agreement that is embodied in the statute and the organizational documents for the benefit of someone who failed to negotiate particularized protection for themselves at the inception of the venture?

 

            Ultimately, I suggest that claims of “oppression” should typically be rejected applying relatively straight forward principals of contract law.

 

            This article can be accessed through HERE IS A LINK TO THE ARTICLE.