We provided advice to a limited liability company and its shareholders in a dispute with a minority shareholder, ended with the exclusion of this shareholder from the company. In the dispute with the minority shareholder the partners of our Law Firm represented the remaining shareholders and the company itself.

It was possible to distinguish two, partially overlapping, phases of the dispute. In the first one, the minority shareholder abused corporate powers, for example by requesting controls without any grounds, engaging the company in correspondence and polemics with unlawful demands, filing actions against the company under corporate law (challenging resolutions of the shareholders' meeting), adopting unlawfully resolutions as the company's shareholders meeting, as well as filing actions under other legal relationships outside the company and unnecessary exposing it to costs of enforcement against the company. In the second phase, the remaining shareholders brought action against this minority shareholder for exclusion from the company.

We participated in the both stages of the dispute, providing advice on how to react to the minority shareholder's actions, proactively planning potential solutions and taking part in court proceedings. As part of our works, we consulted or prepared the company's (court and out-of-court) correspondence with the minority shareholder and defended the company against the repeal/annulment of a number of resolutions. In the proceeding aimed at excluding the shareholder from the company, in addition to providing apt arguments under corporate law, we also had to deal with the court's errors of procedure and efficiently take numerous steps to overcome the procedural obstruction by the defendant shareholder. Finally, in a relatively short time, we satisfied the court by demonstrating the merits of the action, i.e. the existence of important reasons on the part of the minority shareholder for his exclusion and the price amount for acquisition of his shares that was in line with our position. The judgment was upheld by the court of appeals. We had the judgement enforced by making a payment to the defendant shareholder within the short time limit set by the court, despite the lack of cooperation from the excluded shareholder. We also supported the process of redemption of the acquired shares, thus permanently ending the dispute in the company.