On June 14, 2013, the New Jersey Appellate Division released a decision in a minority oppression case. In Kaible v. Gropack, A-5666-1T3, the Appellate Division affirmed a trial court’s finding that the Plaintiff was the victim of oppression. Moreover, the Kaible Court affirmed the trial court’s decision to award counsel fees to the Plaintiff.
Plaintiff Kaible was a one-third shareholder of a closely held New Jersey corporation. Mr. Kaible was able to successfully present evidence that he was the victim of minority oppression. Kaible was able to demonstrate that the majority oppressed him by: (1) denying him access to the company’s books and records; (2) forcing him out of the company; (3) excluding him from participating any management or decision making; (4) requiring him to assume a different position within the company at the majority’s command; (5) not permitting him to rendered services as an officer of the company; (6) terminating his employment; and (7) refusing to tender his last pay check.
Finally, the trial court awarded counsel fees pursuant to N.J.S.A. 14A:7-(8)(d). In doing so, the Appellate Division held that the “trial judge is ‘not required to find that defendants acted in bad faith in order to award plaintiff counsel fees pursuant to’ subsection (8)(d), but rather, ‘that the judge find that shareholder oppression took place.’”