For Your Data Cede & Co. V. Technicolor, Inc. Illustration Brief
May 19, 2015
Edit
Cede & Co. v. Technicolor, Inc. illustration brief summary
741 P.2d 840 (1987)
CASE FACTS
Plaintiff shareholder filed a electrical load against accused surviving fellowship seeking an appraisal of its shareholdings pursuant to Del. Code Ann. tit. 8, § 262. Plaintiff afterwards filed a electrical load alleging fraud in addition to breach of fiduciary duty against defendants, surviving company, directors of surviving fellowship at fourth dimension of merger, corporation, in addition to corporation's chairman. Plaintiff filed motions to meliorate the electrical load inward its appraisal activeness to add together fraud in addition to unfair dealing claims or, alternatively, to consolidate the activeness alongside its fraud action. Defendants filed a motility to mail away the fraud complaint.
DISCUSSION
CONCLUSION
The courtroom denied the motility to mail away of defendants, surviving company, directors of surviving fellowship at fourth dimension of merger, corporation, in addition to corporation's chairman, because plaintiff shareholder was non precluded from seeking a breach of fiduciary duty remedy past times previously filing an appraisal action. However, the courtroom held that plaintiff had to elect which remedy to pursue no afterwards than at the fourth dimension ane activeness was gear upward for trial.
Recommended Supplements for Corporations in addition to Business Associations Law
741 P.2d 840 (1987)
CASE SYNOPSIS
Plaintiff shareholder filed a motility to meliorate the electrical load inward its appraisal activeness against accused surviving fellowship to add together fraud in addition to unfair dealing claims or, alternatively, to consolidate the activeness alongside its activeness for fraud in addition to breach of fiduciary duty against defendants, surviving company, directors of surviving fellowship at fourth dimension of merger, corporation, in addition to corporation's chairman. Defendants filed a motility to mail away the fraud complaint.CASE FACTS
Plaintiff shareholder filed a electrical load against accused surviving fellowship seeking an appraisal of its shareholdings pursuant to Del. Code Ann. tit. 8, § 262. Plaintiff afterwards filed a electrical load alleging fraud in addition to breach of fiduciary duty against defendants, surviving company, directors of surviving fellowship at fourth dimension of merger, corporation, in addition to corporation's chairman. Plaintiff filed motions to meliorate the electrical load inward its appraisal activeness to add together fraud in addition to unfair dealing claims or, alternatively, to consolidate the activeness alongside its fraud action. Defendants filed a motility to mail away the fraud complaint.
DISCUSSION
- The courtroom denied defendant's motility to mail away because plaintiff was non foreclosed by § 262 or otherwise from afterwards filing a fraud activeness because at the fourth dimension plaintiff filed its appraisal action, it neither knew or had argue to know of the beingness of facts giving ascent to the claim of breach of duty in addition to fraud.
- The courtroom held that plaintiff could non simultaneously litigate its appraisal in addition to fraud actions because the remedies were inconsistent, in addition to plaintiff had to brand an election every bit to a remedy no afterwards than the fourth dimension at which either of the actions was gear upward for trial.
CONCLUSION
The courtroom denied the motility to mail away of defendants, surviving company, directors of surviving fellowship at fourth dimension of merger, corporation, in addition to corporation's chairman, because plaintiff shareholder was non precluded from seeking a breach of fiduciary duty remedy past times previously filing an appraisal action. However, the courtroom held that plaintiff had to elect which remedy to pursue no afterwards than at the fourth dimension ane activeness was gear upward for trial.
Recommended Supplements for Corporations in addition to Business Associations Law