Posts in Close Corporations.
Massachusetts Court Rejects Claim that Shareholder’s Renunciation of Shares Ended Fiduciary Duty Owed to Close Corporation
Judge Ricciuti, sitting in the Massachusetts Business Litigation Session, rejected a shareholder’s claim that she could shed herself of the fiduciary duty she owed to a close corporation by renouncing her shares in the corporation.
In Empire Dealer Services, Inc., et al. v. Guerin, et al., Empire Dealer Services, a close corporation, and John Kane, Empire’s sole director, president, treasurer, and secretary, sued Guerin, a former vice president and a minority shareholder of Empire, and Drive Dealer Performance, Guerin’s new company. The plaintiffs sought an injunction to stop Guerin from pursuing the new venture, claiming that Guerin was violating her fiduciary duties owed to Empire and Kane.
Justice: Justice Ricciuti
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- Senior Editor, Co-Chair, Business Litigation Practice Group