Pantano v. McGowan

Ross A. Pantano wanted to buy Business Interiors and Design, Inc. (Company), a family-owned corporation, by purchasing all of its outstanding capital stock for $1,060,000.

Pursuant to a written agreement with the Company and its shareholders, Pantano purchased 345 shares of the Company’s stock for $40,000. In the agreement, the shareholders granted Pantano an option to purchase the Company’s remaining outstanding capital stock. John J. McGowan, the Company’s majority shareholder, agreed that if Pantano did not exercise his option, that he, McGowan, would personally purchase Pantano’s 345…