Burdine Wynne shareholder rights lawyers have successfully filed claims against controlling majority shareholders and defended them. The firm regularly represents shareholders, including minority shareholders of both public and closely held corporations, who are concerned about the wrongful behavior of majority shareholders and corporate officers. Those are typically direct claims such as asserting dissenters rights, enforcing a purchase/sale agreement, or breach of fiduciary duty, including claims for, failure to properly value the company, failure to maximize value, failure to maximize bids for the sale of a company, squeezing shareholders out, diluting shareholders or otherwise wrongfully putting the majority shareholder’s interests above the minority.
The firm has represented classes of minority shareholders. For example, the firm’s shareholder lawyers represented a class of minority shareholders in a medical waste management company against the majority parent alleging several theories of action that primarily included minority shareholder oppression and breach of fiduciary duty. The case settled for $32,500,000 in cash and the firm was awarded a fee of $10,833,333.00 and reimbursement of its several hundred thousand dollars in expenses. The defendants were represented by Kirkland & Ellis from Chicago and by a local firm in Shreveport. The suit was filed in Louisiana, and the firm’s lawyers are familiar with Louisiana securities laws.
The firm represented plaintiffs in T. Rowe Price Balanced Fund, Inc., et al vs Service Corporation International, et al; In the 270th Judicial District Court of Harris County, Texas. Represented several T. Rowe Price funds and trusts against Service Corporation International and three of its directors and officers for alleged violations of the Texas Securities Act and related claims, including common law fraud, that caused a sudden decline in the public market price of Service Corporation International’s common stock from which the T. Rowe Price plaintiffs suffered in excess of $32 million in damages. Resulted in a confidential settlement recovery.
The firm has also represented plaintiff minority stockholders in multi-million dollar claims against majority owners for stockholder oppression that have resulted in confidential recoveries.
Other shareholder claims may be derivative in nature, brought for the benefit of all shareholders, on behalf of companies that have suffered from corporate malfeasance. Derivative actions typically arise if a corporation has failed to pursue a viable cause of action because the potential defendant is a corporate officer or director. Stockholder derivative claims may include claims for breach of fiduciary duty, waste of corporate assets, abuse of control, or gross mismanagement, among others to pursue claims for causing a company to violate laws, exposing shareholders to criminal or civil liability and fines, or the loss of goodwill increasing costs to raise capital or impairing earnings. Burdine Wynne has broad experience successfully handling derivative claims.