Legal Question in Business Law in California

The fact that A paid more for the shares than B does not alone suggest that there was any oppression. Oppression would exist if the company coerced A into purchasing the shares.

The term "oppression" is usually used in connection with "malice, fraud or oppression" in determining whether the circumstances allow an award of punitive damages. The facts given in your question do not, in themselves, show oppression. This is not to say that oppression wasn't present, only that a sale of stock at a price that may be excessive does not, without more, constitute oppression. Nor does coercion necessarily equate with oppression, although it may.

I would say it's more likely that some other legal wrong occurred in one or both of the sales. Either the sale to A at $10 was unduly expensive, or the sale to B at $2 was unduly cheap. Now, of course, the sale to B at what appears to be a bargain price might be excused on some basis, e.g., B was exercising options or warrants that had been issued to him/her/it long ago. However, viewed in isolation, the two sales are so disproportionate in price that there's a good possibility of some kind of wrongdoing by the seller. Could be a basic common-law instance of fraud, or very possibly violation of one or more of the state and federal securities laws.

It would be interesting to have more facts about the relative knowledge of the buyers A and B, the circumstances of each sale, whether the seller made certain disclosures, whether the seller was a licensed broker-dealer or the issuer of the stock, and so forth. You have given us a narrowly-phrased question with almost no facts. I could give you a much more useful answer (perhaps, at least) if you were to provide more details. I invite you to contact me directly for a no-charge analysis of what happened.