Shareholder Oppression in Texas Close Corporations: Majority Rule Isn't What it Used to Be

Houston Business and Tax Law Journal, Vol. 1, p. 12, 2001

Texas Bar Journal, Vol. 63, p. 434, 2000

Corporate Counsel Review. Vol. 19, p. 3, 2000

U of Houston Law Center No. #

11 Pages Posted: 25 Apr 2001 Last revised: 24 Aug 2010

See all articles by Douglas K. Moll

Douglas K. Moll

University of Houston Law Center

Date Written: August 23, 2010

Abstract

The doctrine of shareholder oppression protects the close corporation minority stockholder from the improper exercise of majority control. Although the Texas Supreme Court has not explicitly adopted the doctrine, appellate courts in Texas and in other jurisdictions have recognized and applied it in numerous decisions. Because the shareholder oppression doctrine potentially alters a number of fundamental legal principles, including the employment at will doctrine, the business judgment rule, and derivative lawsuit requirements, it is critically important to be familiar with the doctrine's operation in close corporation disputes.

Keywords: corporation, oppression, close corporation, closely held, shareholder oppression, fiduciary duty, Texas

Suggested Citation

Moll, Douglas, Shareholder Oppression in Texas Close Corporations: Majority Rule Isn't What it Used to Be (August 23, 2010). Houston Business and Tax Law Journal, Vol. 1, p. 12, 2001, Texas Bar Journal, Vol. 63, p. 434, 2000, Corporate Counsel Review. Vol. 19, p. 3, 2000, U of Houston Law Center No. #, Available at SSRN: https://ssrn.com/abstract=261573

Douglas Moll (Contact Author)

University of Houston Law Center ( email )

100 Law Center
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