In closely held companies, compensation is where ownership disputes surface. Minority shareholders allege that controlling owner-executives extract value through salary and bonus rather than sharing it through distributions; controlling owners answer that the pay reflects the work. Whether framed as oppression, breach of fiduciary duty, or unjust enrichment, the case turns on one question: what would this work command at arm’s length?
When counsel retain us
We serve plaintiffs quantifying alleged excess compensation and defendants demonstrating that pay was earned — as testifying experts, consulting experts protected as work product, or rebuttal experts examining the other side’s analysis.
How the opinion is built
The analysis prices the roles the executive actually performed against market data for comparable companies, then applies the independent investor test: after the contested compensation, what return did the other owners receive, and would an arm’s-length investor accept it? The gap between market-supported pay and actual pay — in either direction — is quantified, documented, and defended through deposition and trial testimony.
If this question is live in a matter you are handling, request a conflicts check — an initial conversation costs nothing and quickly clarifies whether an independent compensation expert strengthens your case. Our methodology and engagement structures pages explain how we work.