Skip to Main Content
internal page header image


At Clearwater Business Law, we assist small and mid-sized Florida businesses with a wide variety of shareholder disputes. Whether you are in a partnership dispute or a dispute with the officers or directors of a corporation, our team can help.

Our firm handles the full range of legal issues that involve shareholders. We assist individuals and businesses with routine shareholder-related legal issues, such as reviewing contracts and agreements, and we also represent parties through intense, sometimes bitter, shareholder litigation. If you are in need of legal help, please take action now; contact our experienced Clearwater shareholder disputes attorneys today.


Breach of Fiduciary Duty

Corporate officers and managers owe a fiduciary duty to their shareholders. Indeed, in some cases, a controlling majority shareholder may even owe a fiduciary duty to all minority shareholders. A fiduciary duty is the highest standard of care owed under U.S. law. When a breach of this duty occurs, the offending party may be held liable for any damage sustained by shareholders.

Corporate Officer Self-Dealing

Our firm handles shareholder claims that involve alleged self-dealing. Under Florida law, self-dealing occurs when an insider (officer or director) takes advantage of their privileged position in order to advance their own self-interests, putting interests of the corporation or partnership on the back burner. Self-dealing often results in major financial damage to affected shareholders.

Other Shareholder Claims Against Directors, Officers or Managers

We also handle other types of cases involving alleged misconduct by corporate officers, directors or other insiders. If a shareholder has a dispute against a majority owner or manager, we can help. We handle all sides of these cases.

Shareholder Derivative Lawsuits

Shareholder derivative lawsuits are notoriously complex. In the most simplified terms, a derivative lawsuit is one that is brought by a shareholder on behalf of the corporation itself. Yet, a shareholder cannot bring this type of lawsuit whenever they please. Quite the contrary; derivative suits may only be brought in limited circumstances. In Florida, typically shareholders may only bring a derivative claim if the corporation itself has a valid legal cause of action, but, for some reason, it is refusing to pursue it. Most often, this happens when a corporate officer or director has a personal interest in not pursuing the claim, perhaps because they would be the defendant in the claim.

Shareholder Oppression Claims

The term ‘shareholder oppression’ refers to scenarios in which a majority shareholder takes an action that unfairly damages the interests of minority shareholders. This is a major issue for non-public companies/partnerships, as minority shareholders may not have a clear path to sell their shares in order to protect the value. If you are a minority shareholder, and you believe that you are being mistreated by the majority shareholders, you should get your case to a qualified business law attorney for an immediate evaluation.

Deadlock Disputes

A deadlock dispute is one that has no clear resolution. This can be a problem for smaller businesses that have a limited number of shareholders. In some cases, a deadlock might occur when a business has two partners and they are split on an important decision. In other cases, it might occur when a unanimous vote is required by the articles of incorporation, yet one cannot be reached. Regardless, deadlock disputes can cause tremendous damage to a business. When a deadlock persists, affected shareholders should seek legal assistance.

Minority Shareholder Rights

Finally, our firm can help minority shareholders protect their rights. Under Florida law, minority shareholders have several different critically important legal rights. For the most part, these rights fall into one of the following three categories:

  • Voting rights:Minority shareholders have a right to vote on who controls the day-to-day operations of the company. For corporations, minority shareholders can vote on the board of directors, whereas for LLCs, minority shareholders have some rights to vote on managers.
  • Inspection rights:Under Florida law (Section 607.1602), minority shareholders have extremely valuable inspection rights. This includes the rights to review the ‘books’ and inspect certain corporate documents and records.
  • Distribution rights:Finally, minority shareholders have the right to receive their full and fair share of the profits. If any distribution is declared, minority shareholders must be included.


At Clearwater Business Law we have extensive experience handling all aspects of shareholder disputes. To learn more about what our team can do for you, please call us today at (727) 314-3867 to set up your fully confidential initial legal consultation. We represent shareholders throughout the region, including in Dunedin, Palm Harbor and Oldsmar.

Clearwater attorney reading
team award with id of 778
team award with id of  777
team award with id of  776
team award with id of  775
team award with id of  774