Warren v. Century Bankcorporation, Inc.

OPALA, Justice.

The minority shareholders of Century Bank [Bank] brought this shareholders’ derivative suit1 against the Bank’s directors [directors], Century Bankcorporation, Inc. [Century] and Action Financial Corporation [Action]. Century owns more than 80% of the Bank’s stock. Action is a wholly-owned subsidiary of Century and is in the business of making loans. The minority stockholders alleged that Century’s ownership and operation of Action violated then existing statutes which prohibited branch banking. The minority stockholders also claimed that Action was unfairly competing with the…