Shareholder oppression—also known as minority shareholder oppression, squeeze out, or freeze out—is a general term for a claim or cause of action that may be made by a minority shareholder—a shareholder who owns less than a controlling percentage of the company—and is based on the alleged unfair or oppressive treatment of the minority shareholder.

Minority shareholder oppression claims often arise in closely-held corporations—corporations that are not publicly traded; in which a relatively small number of people own most or all of the shares; and in which the shareholders are often family members or people who know each other.

Those in control of a closely held corporation may use various squeeze-out or freeze-out tactics to deprive minority shareholders of benefits; to misappropriate those benefits for themselves; or to induce minority shareholders to relinquish their ownership for less than it is otherwise worth.

The types of conduct most commonly associated with such tactics include:

• denial of access to corporate books and records;

• withholding payment of, or declining to declare, dividends;

• termination of a minority shareholder's employment;

• misapplication of corporate funds and diversion of corporate opportunities for personal purposes; and

• manipulation of stock values.

In Oregon, shareholder oppression claims are addressed under state corporate law. Minority shareholders in closely-held corporations may seek relief if they believe they are being unfairly treated or oppressed by the majority shareholders. Oregon law provides for various remedies if minority shareholders can demonstrate that the majority's actions were oppressive, unfairly prejudicial, or that they have been excluded from the corporate affairs in a manner that is contrary to the shareholders' reasonable expectations. The specific types of conduct that may constitute shareholder oppression in Oregon include denying access to corporate books and records, withholding dividends, terminating a minority shareholder's employment, misusing corporate funds, and manipulating stock values. If a minority shareholder believes they are being oppressed, they may file a lawsuit in an Oregon court seeking remedies such as a buyout of their shares, damages, or other relief deemed just and equitable by the court. It is advisable for minority shareholders who feel oppressed to consult with an attorney who is experienced in corporate law to explore their legal options.