Our attorneys help shareholders file lawsuits to end and remedy corporate misconduct, such as:
Breach of Duty of Care: Under the duty of care, directors and officers have a responsibility to act prudently in managing the affairs of the corporation. They must also act on an informed basis when making business decisions. While courts generally do not second-guess decisions made in good faith, a director or officer may have breached his or her duty of care if he or she did not exercise rational judgment, acted in bad faith or was not reasonably informed when making a decision.
Breach of Duty of Loyalty: Under the duty of loyalty, a director or officer may not profit at the expense of the corporation and must put the financial interests of the shareholders above his or her own personal interests. Shareholder derivative lawsuits involving the breach of the duty of loyalty may allege self-dealing, misuse or waste of corporate assets, or abuse of corporate privileges, such as using corporate-owned jets for personal trips.
Accounting Malpractice: Corporate executives are under intense pressure to increase earnings each quarter. When directors and officers approve the use of aggressive accounting techniques or violate generally accepted accounting principles to overstate or manipulate earnings, our attorneys can help the company’s shareholders file a lawsuit to remove the directors and officers who had knowledge of the accounting improprieties. In addition, through shareholder derivative litigation, the company may be required to enact oversight measures designed to prevent similar types of fraud from occurring in the future.
Inappropriate Mergers and Acquisitions: Shareholder derivative lawsuits are frequently filed to challenge proposed mergers or acquisitions. For example, if a target company’s directors and officers have failed to properly evaluate a proposed merger or have failed to seek higher offers for the company’s shares, they may have breached their fiduciary duties by failing to maximize shareholder value.
In addition, our attorneys help shareholders file lawsuits when a company’s directors and officers do not appropriately address violations of environmental law, wage and hour regulations and workplace safety guidelines.