Client Issue
Anthony Ostlund’s clients, Richard Schreier, Jr. and Yvonne Clintsman, and their companies, hired Anthony Ostlund after being subjected to mistreatment and vilification, secret back-channel communications, and violations of the family business’s principal governing document by five of the Schreier siblings, who were their business partners. The siblings excluded them from key communications about the companies even though they were governors (directors), held secret meetings, ignored key terms of the Operating Agreements, paid themselves compensation without board approval, among other things. After hearing about their experiences, a business separation seemed to be the only reasonable solution.
The Anthony Ostlund Approach
Anthony Ostlund approaches shareholder/ownership disputes by thorough preparation and understanding of the history, facts, and context as well as learning about the businesses themselves. Obtaining information and documents is critical to understanding what is going on within the companies to determine whether a minority owner’s rights have been violated and the extent of any violations. While the conduct reported by Schreier and Clintsman amounted to oppression and breaches of fiduciary duty, discovery uncovered a much more planned strategy of violating their rights, which we were able to uncover through tactical and targeted discovery. In addition, Anthony Ostlund lawyers are very knowledgeable and skilled in this area of the law.
Result Achieved
In what is believed to be the first decision under Minnesota’s Revised Limited Liability Company Act, Minnesota Statutes Chapter 322C, the Ramsey County District Court granted summary judgment in Schreier’s and Clintsman’s favor on their oppression and breach of fiduciary duty claims and granted their motion for a fair value buyout from the family-owned businesses.
The case was largely litigated during the COVID-19 pandemic, with numerous depositions, expert discovery and motion hearings. But, because summary judgment was granted, no trial was necessary, and the sibling-shareholders have been fully separated as business partners based upon a confidential settlement agreement following negotiations about the value of the businesses. Through summary judgment, we were able to bring closure for our clients more efficiently than through a trial, which reduced the expense and added emotional toll of litigating the separation.
Clintsman et al. v. Gervais et al. (2021), 2021 WL 3417833 (Minn. Dist. Ct. (Ramsey Co.) March 23, 2021), No. 62-CV-19-8677
