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What Do I Need To Do Before Filing A Shareholder Lawsuit?

West Palm Beach Business Litigation Attorney 2023-01-26 16-49-13

As a minority shareholder, you must rely on other people to manage and protect your investment. In some cases, majority shareholders and/or corporate officers and directors could damage your financial interests through fraud, gross negligence, or other improper conduct. You may be entitled to relief through a shareholder lawsuit.

Shareholder litigation is complex. It is a technical, highly specialized area of law. Taking successful legal action as a minority shareholder requires putting yourself in the best position. In this article, our Miami shareholder litigation lawyers highlight some of the key things that you need to do before filing a shareholder lawsuit in Florida.

  1. Know What Type of Shareholder Claim You are Filing 

As a starting point, you need to know what type of shareholder claim you are making. There are two main types: direct action and derivative action. A direct action is filed by a shareholder to seek relief for harm done directly to them by the company. On the other hand, a derivative claim is filed by a shareholder on behalf of the company to seek relief for harm done to the company. 

  1. Direct Action Claims Require Asserting a ‘Special Injury’ 

When filing a direct action shareholder claim, the shareholder must assert that they have suffered a “special injury” that is distinct from the harm suffered by other shareholders. Put another way, the individual shareholder must be prepared to demonstrate that they have been personally harmed in a different way than other shareholders. If this requirement is not met, the claim may be dismissed. 

  1. Derivative Claims Require Proving Demand Futility 

In Florida—and other states, including Delaware and Nevada—there are special procedural requirements for shareholder derivative lawsuits. In order to file a shareholder derivative claim, the plaintiff must first prove that making a demand on the company’s board of directors to take action on the matter would be futile. In general, this require proving that:

  • A demand has already been made and has been ignored or not properly addressed; or
  • A demand does not need to be made because the Board would obviously not take action. 
  1. A Shareholder Litigation Attorney WIll Help You Build a Case to Support Your Claim

A shareholder litigation attorney can help a shareholder build a strong case to support their claim, whether it’s a direct action or derivative claim. In most shareholder disputes, the defense will move for an immediate dismissal. To survive a motion to dismiss, it is imperative that the plaintiff(s) is able to present strong, comprehensive, and well-supported allegations of improper conduct by a majority shareholder, the Board of Directors, and/or corporate officers.

Set Up a Completely Confidential Consultation With a West Palm Beach Shareholder Lawyer

At Pike & Lustig, LLP, we are devoted to providing solutions-forward legal representation. If you have any specific questions about the steps that you need to take before filing a shareholder lawsuit, we are here as a legal resource. Give us a call today for your confidential consultation. We provide shareholder dispute representation in Miami, West Palm Beach, and throughout Southeast Florida.

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