What is the oppression remedy, and when is it typically invoked?

• A. A remedy to protect minority shareholders from oppressive or prejudicial conduct; invoked when minority rights are harmed.
• B. A remedy to punish the majority for strategic decisions; invoked when the board acts efficiently.
• C. A remedy to dissolve the company for any dispute.
• D. A remedy to require buyouts when the company earns high profits.

Answer: (A)

Oppression remedy protects minority shareholders from oppressive or prejudicial conduct by those in control. It applies when the actions of directors, officers, or majority shareholders harm the minority’s rights or interests in a way that is unfair or unfairly disregards them. Courts can tailor relief to restore fairness, not to punish strategic decisions or simply because profits are high.

Relief is flexible and practical: the court might order a buyout of the minority at fair value, change governance or voting rights to prevent ongoing oppression, appoint an independent monitor, restructure the company, or compensate the harmed party. The focus is on correcting unfair treatment and restoring balance among investors and stakeholders.

The other descriptions don’t fit because the remedy isn’t about punishing the majority for sound business strategies, dissolving the company for every dispute, or forcing buyouts merely because profits are high.