Louis Heilman v. Louis Ginberg

BURGER, Circuit Judge.

J. Melvin Heilman and his brother, appellant Louis Heilman, each owned one half of all the stock of a corporation engaged in the retail liquor business. They executed an agreement to the effect that upon the death of either, the survivor would be entitled to purchase the decedent’s stock at a price governed by a formula set forth in the agreement. 1 This is, of course, not an uncommon arrangement in closely held corporations. Thereafter J. Melvin Heilman died; his stock was appraised at approximately $60,000 and the surviving brother, appellant here, tendered performance…