Decision Strategies, Inc. Shareholder Dispute Resolved

Fryar Law Firm, P.C. announces the successful resolution of a shareholder dispute involving Houston-based oil and gas industry consulting firm, Decision Strategies, Inc. In late March 2009, DSI implemented a reduction of force, which adversely affected one of the minority shareholders. The corporation did not exercise its option to repurchase the minority shareholder's stock. Therefore, because the corporation did not pay dividends, the corporation's actions left this minority shareholder with no income and no means of obtaining an economic return on stock ownership. Fryar Law Firm was retained by the shareholder to advise as to the legal rights of minority shareholders. Fryar Law Firm immediately informed the corporation and its controlling shareholder that the current situation was in derogation of the shareholder's reasonable expectations and that the firm intended to undertake a comprehensive inspection of the company's records for the purpose of discussing a financial restructuring to achieve greater fairness for minority shareholders. The parties then entered into negotiations that resulted in an agreement for the purchase of the shares at a mutually-agreed value and a full and final settlement of all potential disputes among the parties. In this case, all parties acted in good faith and with a view toward resolving a difficult situation in a way that was fair to all. While many minority shareholders do not have the advantage of working with controlling shareholders willing to examine their actions in light of the rights and interests of the minority, the prompt and successful resolution of this dispute shows what can be accomplished by a minority shareholder who knows and is willing to assert the rights guaranteed by Texas law.

Fryar Law Firm Wins Jury Trial

A Harris County jury returned a verdict in favor of Fryar Law Firm's client Hartman Management in Vaughan v. Hartman Management, No. 2005-78080, in the 333rd Judicial District Court, Harris County, Texas. The case was originally filed by Richard Vaughan, a former Hartman employee, seeking approximately $2 million in damages for alleged violations of his employment agreement and other claims. Hartman Management later counterclaimed against Mr. Vaughan for breach of the employment agreement on the grounds that he violated the non-disparagement clause and that he misappropriated proprietary information. In February 2008, Fryar Law Firm obtained summary judgment on all of the plaintiff's claims except one. The trial commenced on April 14 on the plaintiff's one remaining claim and on Hartman Management's counterclaim. The court granted Fryar Law Firm's motion for directed verdict on the plaintiff's remaining claim at the close of the plaintiff's case in chief, and the jury returned a verdict in favor of Hartman Management on the breach of contract counterclaim on April 21, after about three hours of deliberation. Fryar Law Firm will seek entry of a judgment on the verdict providing that Mr. Vaughan's breach of contract discharges Hartman Management from the obligation to pay $410,000 in deferred compensation provided for in the employment agreement and ordering Vaughan to pay $150,000 in attorneys fees. Vaughan was represented at trial by Gregg Rosenberg of the Houston employment law firm Rosenberg & Sprovack.

Eric Fryar featured in Shareholder Oppression Article

4/1/09--Eric Fryar and the Shareholder Oppression Blog were extensively quoted in an article by Jacqueline Bell, published April 1, 2009 on Law360.com - The Newswire for Business Lawyers. The article, "Rough Times May Breed Shareholder Oppression," explores the likelihood that the current economic downturn may increase the temptation on majority shareholders to squeeze out minority shareholders. [Read/Download Article]