In re Frederick's of Hollywood, Inc. Shareholders Litigation
At issue is breach of fiduciary duties of care and loyalty by failing to obtain the highest available price for shareholders in the sale of Frederick's.
Exculpatory Clause Saves Frederick's of Hollywood Directors From Breach of Duty of Care Claim
This breach of fiduciary duty case came before the Delaware Court of Chancery on defendants' motion to dismiss.
Lack of Entire Fairness Results in $8 Million Disgorgement
This combined appraisal and breach of fiduciary duty action arises out of a series of transactions that culminated in the merger of International Telecharge Inc. (ITI) and Long Distance Communications Inc.
Lowinger v. Century Communications Corp.
At issue is breach of fiduciary duty owed to Class A shareholders, as part of a merger.
Appraisal Action Exclusive Remedy for Monetary Relief in New Jersey
Although this action is in Connecticut, it is governed by New Jersey law because the defendant was incorporated in New Jersey.
Bomarko v. International Telecharge
At issue in this fiduciary duty action case is the valuation of International Telecharge, a telephone service provider.
Advanced Communication Design, Inc. v. Follett (I)
At issue is whether the district court erred as a matter of law in not applying a lack of marketability discount when evaluating Follett's stock.
No Marketability Discount Applied to Determine Fair Value of Oppressed Shareholder's Stock
The issues in this breach of fiduciary duty case were: (1) whether a discount for lack of marketability should be applied in valuing a minority shareholder's shares when the sale results in the buyer becoming the sole owner of the company; (2) whether a minority shareholder has a fiduciary duty to other shareholders; and (3) whether the trial court abused its discretion in making the payment to the minority shareholder payable over 10 years.
Bank One Arizona v. Benchmark Valuation Consultants
At issue is the claim of professional malpractice.
Appraisal Firm Not Liable for Professional Malpractice ESOP Trustee Must Prove Justified Reliance
This trial court matter arose as a result of prior litigation in which the trustee of the Kroy ESOP was found liable for breach of its fiduciary duty.
Owen v. SoundView Financial Group
At issue is whether or not the defendants' judments should be protected by registration in the area where he lives and works.
Former Trustee's Challenge of Valuation Method Fails
Plaintiff was an employee and director of the defendant SoundView Financial Group and was also a participant in and trustee of the company's 401(k) and profit-sharing plan.
Chunn v. Chunn
At issue is the valuation of husband's software company.
Inclusion of business as a party in divorce proceeding shot down by appellate court
Husband attempted to include Software Dynamics Corporation as a party to this divorce proceeding on appeal. The Court of Appeals held that the corporation "is merely an asset of the marita ...
Matthews critiques Mercers Simplot case review
Chris Mercer reviewed the Simplot case in the May 1999 issue of BVU , page 1. Gil Matthews, an IRS expert in the case, offers the following critique of Mercers review.–SP In his review ...
Cardinal Capital Management v. Frank E. Best, Inc.
At issue is breach of fiduciary duty in connection with the cash-out of the minority shareholders in three related corporations.
Dennis Wood v. Frank E. Best
At issue is breach of fiduciary duty in connection with the cash-out of minority shareholders in three related corporations.
Cardinal Capital Management v. Frank E. Best, Inc.
This case involves claims of breach of fiduciary duty in connection with the cash-out of the minority shareholders in several related corporations.
Entire Fairness Standard Applies to Merger
The defendants acquired control of three related companies, cashed-out the minority shareholders, and merged them into WEBCO.
Polar International Brokerage Corp. v. Reeve
At issue is breach of fiduciary duties to shareholders.
Polar International Brokerage Corp. v. Reeve
In this case, the court is asked to approve a class-action settlement agreement between the class of plaintiffs, shareholders of a corporation, and the defendants, the officers and directors of the corporation.
Harper v. Lovelace
At issue is whether or not Caldwell's Board of Directors violated their fiduciary duty to appellants in the course of negotiating the sale of Caldwell to Contech.
Shareholder Dispute Cases
In this case, the court upheld a Chancery Court decision that the board of directors of a company did not violate its fiduciary duty in organizing the sale of the company's stock to a competitor.
Stiff v. Stiff
At issue is the valuation of stock held by family members in a restaurant business.
Insufficient Evidence of value as Required by Shareholder's Agreement
The plaintiffs filed this suit for specific performance of the buyout provisions of a shareholders' agreement.