The Yale Law Journal

James Dawson


Ritchie v. Rupe and the Future of Shareholder Oppression

James Dawson

In 1988, the Texas Court of Appeals held in Davis v. Sheerin that minority shareholders in close corporations are entitled to a buy-out of their shares if they are “oppressed” by the majority shareholders.1 Davis synthesized other states’ case law in order to arrive at a two-part test …


Contract After Concepcion: Some Lessons from the State Courts

James Dawson

In AT&T Mobility LLC v. Concepcion, the United States Supreme Court held that the Federal Arbitration Act (FAA) preempts the use of unconscionability doctrine to invalidate arbitration clauses that foreclose classwide remedies.1 The Court found that requiring the …