H. Frederick Johnston Sandra Spillane v. Arbitrium (Cayman Islands) Handels Ag Miklos Vendel

Judge SHADUR dissents in a separate opinion.

SACK, Circuit Judge:

Plaintiffs H. Frederick Johnston and Sandra Spillane appeal from a judgment of the United States District Court for the District of Connecticut (Robert N. Chatigny, Judge) dismissing their complaint. Johnston and Spillane seek a declaratory judgment that they own fifty-two percent of the outstanding shares of stock of Technicorp International II, Inc. (“TCI II”). The district court concluded that a previous decision by the Delaware Court of Chancery (Jack B. Jacobs, Vice Chancellor) that Johnston and Spillane did not own a…