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Introduction: LLCs as Close Corporations Limited Liability Companies (LLCs) have become the entity of choice for small Minnesota businesses. New LLC Business filings in Minnesota: 2025 (partial year through August): 44,501 2023: 62,188 2022: 55,501 2015, 31,000+ In...
Minnesota Shareholder Freeze-Outs: Rights & Remedies for Minority Owners Learn how to identify and fight shareholder freeze-outs in Minnesota close corporations. Understand your legal rights, statutory protections, and strategies for protecting your investment.
In Minnesota close corporations — small, privately held businesses where ownership and management often overlap — minority shareholders can face unique risks when disputes arise. Minnesota law offers robust protections, including voting rights on major corporate actions, access to financial records, and proportional distribution entitlements. Majority shareholders owe fiduciary duties of good faith and loyalty, and breaches such as freeze-outs, misappropriation of assets, or unfair buyouts can trigger strong remedies. Under Minn. Stat. § 302A.751, courts can order a fair-value buyout, award damages, issue injunctions, or even dissolve the corporation in extreme cases. Acting quickly is critical to preserve leverage and avoid missed deadlines. Proactive measures — like strong buy-sell agreements, regular record reviews, and expert valuations — can help safeguard your investment and rights.
Non-Disclosure Agreements (NDAs) play a crucial role in safeguarding your business’s confidential information. In this blog post, we will provide you with a comprehensive guide on NDAs, their importance, and how they can protect your valuable trade secrets. As a leading Business Law firm in Minneapolis, MN, MKT Law, PLC understands the significance of NDAs in today’s competitive landscape. Let’s dive…
MKT Law recently represented a frozen-out minority shareholder-employee in a successful road construction-related business. Below is the sequence of events that led to our client’s need for legal services and how we supported them. Our Client Became an Equal Shareholder in Their Business In early 2008, three soon-to-be business partners left their current jobs and started the business. Two partners…
Do you suspect your business partner is stealing money from the company’s bank account? Are jobs you should be getting not being signed up and you think are diverted somewhere else? Does it seem like your partner is taking more than his fair share in expenses, perks or draws? Or maybe your partner isn’t pulling his weight like you agreed…
When the student challenges the master in a Hollywood movie, it is usually a feel-good moment that leaves the audience rooting for the underdog to win. When it happens in the world of business, however, the situation is sure to be more complicated, have higher stakes, and leave both sides feeling apprehension about what to do next. MKT Law in…
A European skincare company – which will remain unnamed at this time due to case confidentiality – that manufactured high-end skin moisturizing products wanted to enter the American market. It signed a contract that was an exclusive distribution deal with a distributor headquartered in New York – also with its company name withheld for confidentiality reasons – to introduce the…
Whether you are a shareholder in a closely-held corporation, one half of a partnership, or a member of a limited liability company, you and your business partners owe each other a lot. You are supposed to put the business’s interests before your own. You are supposed to be loyal. You are supposed to act in good faith. Likewise, your fellow…
The changes shared in part one and two of our three part series are certainly significant, but there are other changes coming with the New Act. In our third and final blog post to wrap up this series, we address six other points of interest that will impact LLCs throughout Minnesota. What else does the New Act change about LLCs?…