For Your Data Jones V. Wallace Example Brief
May 14, 2016
Edit
Jones v. Wallace representative brief summary
628 P.2d 388 (1981)
CASE FACTS
At a shareholders' meeting, the bulk shareholder voted to take both minority shareholders every bit directors of a shut corporation together with replaced them amongst other individuals. One minority shareholder was absent. The minority shareholders filed a activity for a declaratory judgment that they remained directors. Under Or. Rev. Stat. § 57.165, a shareholders' coming together required a quorum of a bulk of the voting shares unless a unlike quorum was provided inwards the articles of incorporation. Influenza A virus subtype H5N1 by-law required a 100 per centum quorum requirement, simply this requirement was non inwards the corporate articles.
PROCEDURAL HISTORY
The circuit courtroom entered summary judgment against the minority shareholders on the footing that the shareholders' coming together satisfied the statute together with that this requirement could non endure overridden past times the bylaw. The courtroom of appeals reversed, finding that the by-law could endure enforced every bit a contract against the bulk shareholder who assented to the by-law.
DISCUSSION
On review, the courtroom reversed together with affirmed the circuit court's decision, asset that the minority shareholders could non utilise a contract theory to gear upwardly aside corporate activity taken inwards accordance amongst the statute together with corporate articles.
CONCLUSION
The courtroom reversed determination of the courtroom of appeals together with affirmed the circuit court's grant of summary judgment to the bulk shareholder together with other individuals, inwards the minority shareholders' activity for a declaratory judgment that the minority shareholders had non been removed every bit directors of a shut corporation at a shareholders' meeting.
Recommended Supplements for Corporations together with Business Associations Law
628 P.2d 388 (1981)
CASE SYNOPSIS
Petitioners, a bulk shareholder together with other individuals, sought review of the determination of the Court of Appeals (Oregon), which reversed the circuit court's grant of summary judgment against respondent minority shareholders, inwards the minority shareholders' conform for a declaratory judgment that the minority shareholders remained directors of a shut corporation although the bulk shareholder voted to supplant them at a shareholders' meeting.CASE FACTS
At a shareholders' meeting, the bulk shareholder voted to take both minority shareholders every bit directors of a shut corporation together with replaced them amongst other individuals. One minority shareholder was absent. The minority shareholders filed a activity for a declaratory judgment that they remained directors. Under Or. Rev. Stat. § 57.165, a shareholders' coming together required a quorum of a bulk of the voting shares unless a unlike quorum was provided inwards the articles of incorporation. Influenza A virus subtype H5N1 by-law required a 100 per centum quorum requirement, simply this requirement was non inwards the corporate articles.
PROCEDURAL HISTORY
The circuit courtroom entered summary judgment against the minority shareholders on the footing that the shareholders' coming together satisfied the statute together with that this requirement could non endure overridden past times the bylaw. The courtroom of appeals reversed, finding that the by-law could endure enforced every bit a contract against the bulk shareholder who assented to the by-law.
DISCUSSION
On review, the courtroom reversed together with affirmed the circuit court's decision, asset that the minority shareholders could non utilise a contract theory to gear upwardly aside corporate activity taken inwards accordance amongst the statute together with corporate articles.
CONCLUSION
The courtroom reversed determination of the courtroom of appeals together with affirmed the circuit court's grant of summary judgment to the bulk shareholder together with other individuals, inwards the minority shareholders' activity for a declaratory judgment that the minority shareholders had non been removed every bit directors of a shut corporation at a shareholders' meeting.
Recommended Supplements for Corporations together with Business Associations Law