Controlling Stockholders Have No Duty to Share Control Premium Received

Business Valuation UpdateVol. 4 No. 9
Legal and Court Case Update
September 1998
2339 Women's, Misses', and Juniors' Outerwear, NEC
315240 Women’s, Girls’, and Infants’ Cut and Sew Apparel Manufacturing
breach of fiduciary duty
control premium, shareholder dispute, minority shareholder, majority shareholder

Herzog, Heine, Geduld, Inc. v. NCC Industries
251 A.D.2d 173, 673 N.Y.S.2d 910, 1998 N.Y. App. Div. LEXIS 7294
June 18, 1998
State Court
New York
Supreme Court


NCC Industries is a publicly traded Delaware corporation involved in the garment business.

See Also

Herzog, Heine, Geduld, Inc. v. NCC Industries

Plaintiffs alleged breach of fiduciary duty based on majority shareholders sale of stock at a control premium price, where public sale price dropped significantly thereafter.