Polsinelli understands that business reputations and customer relationships are often at risk in high stakes litigation. Our attorneys bring a commitment to exceptional client service with special consideration of the impact that fiduciary and shareholder disputes have on your business. We also know that our clients want lawyers who understand their business, and we combine the right blend of corporate knowledge, litigation experience, and business-based strategies with a national geographical reach. Our clients hail from a broad diversity of industries including transportation, real estate development, and technology.

We represent clients in a variety of actions, often for claims into the millions of dollars. These matters involve issues of:
  • Allegations of breach of fiduciary duty on the part of officers and directors of publicly traded corporations, privately held entities and regulated businesses such as financial institutions
  • Self-dealing
  • Usurpation of corporate opportunities
  • Dissipation of assets
  • Waste
  • Corporate ownership or transfer
  • Attempts to pierce the corporate veil
  • Business interference
  • Unfair trade practices
  • Bankruptcy
  • Fraudulent conveyances
  • Internal fraud and directorial misconduct
  • Business divorces
Attorneys in the practice are frequent litigators who regularly appear in court and have extensive experience handling trials of significant complexity or length. We recognize that not every case will or should go to trial, and we seek early resolution through motion practice where appropriate. We also believe that representation by seasoned litigators presents clients with a powerful positioning tool for achieving an advantageous resolution through arbitration, mediation, or direct negotiation. Should the need arise, we have the comprehensive experience and knowledge required to successfully present the most complicated cases to judges, juries, mediators, and arbitration panels.
  • Represented board of directors of public company in resolving disputes brought by activist shareholders in a fight over corporate governance documents and key members of board, management.
  • Defended direct and derivative breach of fiduciary duty claims asserted by 50-percent member of limited liability company. Successfully opposed injunctive relief before pursuing counterclaims and third-party claims, followed by causing the appointment of a receiver and, ultimately, resolution of all claims through a favorable settlement.
  • Defended multiple actions brought by individuals claiming an ownership interest in a company, resulting in favorable confidential settlement in the first action and joint dismissal with prejudice in the second. 
  • Represented minority member asserting derivative fiduciary duty claims against other member, leading to a favorable settlement.
  • Represented members with an aggregate 50 percent interest in a limited liability company against another 50 percent member to access company records and in asserting direct and derivative fiduciary duty and related tort claims, resulting in favorable confidential settlement.
  • Represented investor class challenging the terms of attacking an oil and gas company as a result of the roll-up of a master limited partnership. After a four-week trial in the Delaware Court of Chancery (affirmed on appeal to the Delaware Supreme Court), approximately $63 million was awarded to the investors.
  • Defended officers and directors of federally insured financial institutions against claims brought by FDIC and RTC for alleged breach of fiduciary duty.
  • Defended direct and derivative shareholder claims involving substantial family-owned retailer of home improvement and construction products alleging, among other things, breach of fiduciary duty.
  • Represented corporate officers, directors and shareholders of ESOP-owned real estate company in derivative and shareholders’ rights litigation in Missouri state courts.
  • Successfully defended investors in partnership interests and low-income housing credits against claims alleging misrepresentation, breach of fiduciary duty, and violation of the state consumer protection act. Matter resolved through arbitration and settlement.
  • Successfully defended a large financial institution and brokerage house against antitrust and state law claims asserted by medical supply firm. All claims dismissed.
  • Successfully defended shareholders against claim brought by a former co-owner alleging that defendants breached employment and shareholder agreements. Judgment entered for defendants.
  • Obtained substantial verdict in a commercial real estate lease dispute while defeating misrepresentation counterclaims.
  • Defended a purchaser of business machine monitoring devices and others against the seller, who alleged claims of fraud, tortious interference, breach of contract, and piercing the corporate veil. The verdict for the plaintiff on fraud claim was reversed on appeal, vacated, and judgment entered for defendants.
  • Obtained voluntary dismissal of an action in which former directors and officers of companies in the insurance industry sought millions of dollars in damages against former insurance agents and alleged successors of those agents, based on the agents’ roles in procuring director and officer liability insurance coverage.
  • On behalf of plaintiff judgment debtor, settled obligations owed under a judgment, with the former principal of the judgment debtor and successor company, utilizing theories of veil-piercing, successor liability, and fraudulent transfers.
  • Obtained voluntary dismissal of a large financial services company against claims alleging that tort feasor’s veil should be pierced and that our client was a legal successor in interest.
  • Prosecuted claims on behalf of a Chapter 7 Trustee of wireless broadband network provider in the Delaware Bankruptcy Court against its lender, the United States Department of Agriculture, Rural Utilities Service, and the Federal Communications Commission, arising from the lender’s breach of its loan agreement and related claims. Case successfully resolved.
  • Represented client’s Creditors Committee and its successor Liquidating Trust in adversary proceeding in bankruptcy court, which sought in excess of $70 million in damages arising from fraudulent transfers, triangular preferences, breaches of fiduciary duties, and breaches of contract. Case successfully resolved.
  • Represented Bank Commissioner of a state as lead counsel in an interpleader action filed in the District Court of Johnson County, Kansas seeking declaration that the Bank Commissioner did not have a financial interest in, or jurisdiction over, certain assets, pursuant to that state’s receivership proceeding arising out of a Ponzi scheme. Case successfully resolved. 
  • Successfully defended principal of defunct truck stops located throughout Kansas, Missouri, and Oklahoma who was the target of fraud and breach of contract claims brought by various fuel suppliers in the United States District Court for the District of Kansas, and in Texas County, Oklahoma District Court. Claims favorably resolved through confidential settlement.
  • Represented a minority shareholder of lumber company, and forced favorable buyout of minority interest, as part of the settlement in a case brought for breach of fiduciary duties against a majority shareholder in the Circuit Court of Buchanan County, Missouri.