Legal Opinion
Finnegan v. Baker
Massachusetts Appeals Court
Decided August 14, 2015No. AC 13-P-1995PublishedCited by 2 opinions
1Opinion of the CourtBrown, J.
This is a shareholder dispute over control of VBenx Corporation (VBenx), a closely held Delaware corporation that has depended largely on financing from its shareholders to stay afloat, some of which was in the form of promissory notes convertible to shares of VBenx stock. The plaintiffs appeal from a Superior Court judgment dismissing their claims for breach of fiduciary duty, unjust enrichment, and rescission, stemming from the defendants’ conversion of their notes to VBenx stock, pursuant to which the defendants gained a majority interest in the company. Following a jury-waived trial, the…
2Cases cited13 opinions
- Protective Committee for Independent Stockholders of TMT Trailer Ferry, Inc. v. AndersonSupreme Court of the United States · 1968
- Michelson v. DuncanSupreme Court of Delaware · 1979
- Brunswick Corporation and Sherwood Medical Industries, Inc. v. David S. Sheridan and National Catheter CorporationCourt of Appeals for the Second Circuit · 1978
- Klaassen v. Allegro Development Corp.Supreme Court of Delaware · 2014
- Staar Surgical Co. v. WaggonerSupreme Court of Delaware · 1991
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3Cited by2 opinions
- J. BRENT FINNEGAN, and Others v. VBENX CORPORATION, and Others VBENX CORPORATION, and Others Plaintiffs-In—Counterclaim v. J. BRENT FINNEGAN, and Others Defendants-In-CounterclaimMassachusetts Superior Court · 2019
- PHOEBE FLEMMING v. GREYSTAR MANAGEMENT SERVICES, L.P.Massachusetts Appeals Court · 2021