Perkins v. Norwich

OPINION OF THE COURT

Nardelli, J. P.,

Plaintiff Perkins was a 50% owner of Princeton Information *49Ltd., a computer software company. Another 50% of Princeton was owned by one Noel Marcus. Marcus and plaintiff had a shareholders agreement dated August 24, 1988, pursuant to which each owned 10 shares and pursuant to which neither could sell, transfer, pledge, assign or otherwise dispose of any portion of the shares except by sale to the corporation or the other shareholder. The agreement provided that in the event the shareholder desired to dispose of the shares, he must offer all of the shares to…