Cases
Corporate Director Defense

Dismissal of All Claims Against Directors

2/11/2013

Anthony Ostlund secured the dismissal of breach of fiduciary duty and unfair prejudice claims brought by a minority shareholder against director clients

Shareholder and corporate governance litigation is our specialty.  Anthony Ostlund was able to successfully and efficiently resolve this case to our clients’ satisfaction by combining our proficient understanding of the law and accomplished experience in this area with a planned and effectively executed strategy.” --Janel Dressen, Attorney for Directors

Client Issue

Two former directors of Geospan Corporation, William Bruggeman and Phyllis Harding, had been sued by a minority shareholder of Geospan Corporation for breach of fiduciary duty and unfair prejudice.  The minority shareholder was seeking millions of dollars in alleged damages, claiming a loss of value in his stock, as well as a fair value buyout of his minority ownership interest.  

The Anthony Ostlund Approach

When Anthony Ostlund was retained, the case had been pending for more than one year against our clients.  Our clients were being represented by the same counsel as three other directors and Geospan Corporation.  Almost immediately after our clients retained us, we recommended that the Board of Directors appoint a Special Litigation Committee (SLC) to consider the validity of the derivative claims alleged against all of the directors by the minority shareholder.  The Board did so and in short order, the SLC determined that the derivative claims should not be pursued.  Less than three months after Anthony Ostlund got involved, Judge Dickstein of the Hennepin County District Court dismissed the minority shareholder's derivative claims, which resulted in the dismissal of the vast majority of his claims and alleged damages.

Result Achieved

Ultimately, the minority shareholder was able to pursue only one claim against Anthony Ostlund’s director clients at trial.  Anthony Ostlund then successfully obtained dismissal of that single claim too.  The Minnesota Court of Appeals agreed and upheld the dismissal shortly thereafter.

Client Testimonial 

“Anthony Ostlund's aggressive defense of their clients is founded upon a solid dynamic legal strategy and a deep concern for their clients.  Janel Dressen and Joe Anthony, our legal team, worked tirelessly for the right outcome.  They are honest and to the point.  The level of preparation, responsiveness and hard work was and is impressive.  They truly care about their clients.  This law firm, these lawyers, and this entire team is incredible.” --Phyllis Harding, Client

Paul A. Toretta v.  William Bruggeman, Jr. and Phyllis Harding