Ballard v. Roberson, 399 S.C. 588

Ballard formed Warpath for marina development and later brought in Roberson, Thoennes, and Thoennes III under a Stock Purchase Agreement that split ownership 20% Ballard / 80% others.
The agreement anticipated Ballard’s duties including securing permits and financing, with the others handling development, proformas, and long-term financing.
After an early agreement, the projected number of boat slips (100-200) was reduced to about 102, triggering tensions.
The majority shareholders attempted to oust Ballard, drafted emails to push him out, and issued 900,000 new shares in violation of the Articles and the Agreement, diluting Ballard to 2%.
Ballard filed suit, asserting oppression of the minority and seeking dissolution or buyout; the circuit court awarded Ballard a buyout at fair market value and ordered 60,000 shares placed in escrow.
On appeal, the Court affirmed the oppression finding and the escrow order, and the dissent contested the majority’s analysis and remedies.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether oppression under 33-14-300(2)(ii) was proven	Ballard: oppression shown by freeze-out and exclusion.	Appellants: no imminent or proven oppression.	oppression affirmed
Whether 60,000 shares must be escrowed under 33-6-210(e)	Ballard: escrow required for future services; agreement supports this.	Appellants: escrow not properly justified.	escrow required

Kiriakides v. Atlas Food Systems & Services, Inc., 343 S.C. 587 (2001) (establishes case-by-case oppression factors and ‘freeze-out’ framework)
Straight v. Goss, 383 S.C. 180 (Ct.App.2009) (equity standard for shareholder actions and deference to trial findings)
Edwards v. State Law Enforcement Div., 395 S.C. 571 (2011) (statutory interpretation on escrow/stock disposition context)
McGill v. Moore, 381 S.C. 179 (2009) (contractual interpretation where language is clear and unambiguous)
Masinter v. WEBCO Co., 164 W.Va. 241 (1980) (informing discussion on information rights of minority shareholders)