Supreme Court Affirms Board's Reliance on Solvency Opinion
On appeal, plaintiffs brought a punitive class-action suit alleging that the repurchase of shares in connection with an acquisition resulted in the impairment of capital.
Klang v. Smith's Food & Drug Center, Inc. (II)
Issue is whether directors breached their fiduciary duty of candor by failing to disclose material facts prior to shareholder approval of transactions.
Plaintiff Challenges Going Concern Asset Valuation Premise Used in Solvency Opinion
Plaintiffs sought rescission on a series of transactions including a merger, stock repurchase and certificate amendment.
Brother Usurps Family Corporate Opportunity
The plaintiff, Arthur S. Demoulas, brought a stockholders' derivative action (see sidebar for definition), alleging that defendants usurped corporate opportunities.
ESOP Forms in Contention While Stock Value Plunges
The Food for Less ESOP provides for annual valuation of the stock, or more, often if the committee believes the value of the stock has changed substantially.
Klang v. Smith's Food & Drug Centers, Inc. (I)
Plaintiffs sought recission on a series of transactions including a merger, stock repurchase and certificate amendment on theory that directors breached fiduciary duty.
Linda Gibbs v. CIR
The Tax Court concluded that the interest portion of payments Gibbs received from her former husband in exchange for her interest in their convenience store business were not deductible from her income under IRC sec. 1041 - transfers incident to divorce.
Interest on Payments Received in Divorce Is Income
The Tax Court concluded that the interest portion of payments Gibbs received from her former husband in exchange for her interest in their convenience store business were not deductible from her income under IRC sec. 1041—transfers incident to divorce.
Demoulas v. Demoulas Supermarkets
At issue is whether the defendants wrongfully, and in breach of fiduciary duties, usurped corporate opportunities that should have been presented to DSM and Valley.
Mitchell v. Falley's
One issue in this case is whether the defendant's ESOP was required to pay plaintiffs based upon the December 31, 1991 valuation as opposed to a subsequent valuation date.
Priebe v. Priebe
Issue is the value of husband's one-quarter interest in four family businesses, including whether a forty-percent minority discount was appropriate in a divorce setting.
Application of Minority Discounts Determined on a Case-by-Case Basis
The South Dakota Supreme Court affirmed the application of a 40% minority interest discount to the husband's 25% interests in four family businesses. After reviewing cases from other jurisdictions, the supreme court noted that the application of a minorit ...
Jeffrey D. Chokel v. First National Supermarkets, Inc.
The Massachusetts Supreme Court affirmed the lower court's valuation of stock using the Delaware Block method in this dissenting shareholder action. In doing so, it affirmed the lower court's use of projected future earnings instead of historical earnings ...
Use of Projected Income Upheld in Valuation for Dissenting Shareholder Action
The Massachusetts Supreme Court affirmed the lower court's valuation of stock using the Delaware Block method in this dissenting shareholder action.